Team Monochrome
by LVR6
Summary: After losing control during his fight with Pein, Nartuo awakens in Vale. Through his actions he catches the attention of Ozpin, who offers him a place in Beacon. With his new team, Naruto finds himself getting wrapped in a complex web of tragic lives, eerily similar to his own.
1. Welcome to Beacon

**I own nothing, except my OC's.**

* * *

Naruto was limping through the streets of Vale when he was approached by a man with a cane. He didn't seem very threatening, but Naruto wasn't sure what to think of this new world he found himself in, so he didn't drop his guard. He didn't know how he got here, but the last thing he remembered was fighting Pein in the crater once called Konoha. Next thing he knew, he was lying in an alley sporting several wounds that the fox either refused to heal, or couldn't; he really hoped it was the former. Drawing a knife from his pouch, he eyed the stranger with caution.

" _I don't mean any harm_ ," said the man. Naruto looked at him with confusion. What did he just say?

"Who are you?" asked Naruto. The man returned his confused expression.

" _Well, this is going to be problem…_ " he said to himself. He took a step towards Naruto, who took a step back. The man must have sensed what Naruto was thinking, as he placed his cane on the ground, and offered his hand to him. Naruto was still hesitant, but lowered his knife. The man pointed to himself and uttered a single word. " _Ozpin_."

"Ozpin?" Naruto asked, the word feeling strange in his mouth. The man then nodded, and gestured to him. Naruto pointed to himself, and replied, "Uzumaki Naruto."

" _Uzumaki_?" asked Ozpin. " _You're clearly not from around here, are you?_ " Naruto looked at him questioningly, before the man extended his hand out to him again. Naruto got the gist of what he wanted. He wasn't an enemy, and wanted to show him that. Naruto's stomach then growled, making the man raise an eyebrow. He then gestured with his hands that he was eating something. Nodding, Naruto then took a step closer. " _Let's get you something to eat Uzumaki._ "

"Naruto," he tried to clarify. "Call me Naruto." The man nodded, and picked his cane off the floor and began to walk out of the alley. Naruto tried his best to walk alongside him, but his injuries were still too painful. Once the two were in the light of the streetlamps, he noticed Naruto's state. Concern washed over his face, convincing Naruto that he indeed was a genuinely nice guy… although that cane of his seemed very unusual. Why would he need to carry around a weapon like that all the time?

" _Let's get those wounds looked at first,_ " he said to him. Naruto looked at him confused. Ozpin laughed to himself, and then pointed to his bloodied clothes. Naruto shook his head, he hated hospitals. The man gave him a look that he could roughly translate to 'get help, or no food'. He then pulled out a strange little device with a transparent screen that began to talk in that same strange language. " _I found an interesting young man, but there seems to be a language barrier. Can you call in Doctor Oobleck, I'm sure he will enjoy this. Thank you Glynda._ " Naruto wordlessly followed the man, still having a few doubts in his mind.

A few minutes later, Naruto found himself on board of a strange vessel that floated above the ground. He tried his best to seem like he wasn't fazed, but he quickly realized he wasn't doing very good job. Ozpin gave him an amused smile, but said nothing. After what felt like hours of flying in that deathtrap, they arrived at what resembled a castle. He looked at Ozpin questioningly, but the man just stepped off the ship and began walking to the school. Naruto quickly caught up, and began to look around the place taking it all in. As he looked in awe, he was caught completely off guard when a green-haired man zipped towards him speaking in a rapid pace.

" _My, is this the boy you were talking about Ozpin? He certainly doesn't seem strange, although those markings on his face make him resemble a Faunus, even if he should have a more pronounced feature, such as ears or a tail. Where did you find this boy? His clothes are covered with holes, and what looks to be dry blood. Was he suffering from Aura exhaustion?_ "

" _I found him in the streets of Vale. I observed him protect a couple of Faunus before he ran off. As you can see, he is suffering from many injuries, and-_ "

" _What injuries?_ " asked Oobleck. " _I'm afraid I don't see anything wrong with the boy, aside from his state of dress._ " The man then looked at Naruto, who was now scratching his stomach. His wounds were gone! But how would he be able to recover his Aura so quickly? Regardless, Ozpin turned back to Oobleck.

" _It seems that they've healed on the trip over here. Now, I promised this young man something to eat, so let's go on inside. Oh, and the reason I called you is because he is speaking a language I have never heard before. It sound reminiscent of Yatsuhashi's name, but I don't believe that anybody still spoke that ancient tongue._ "

" _Hmm, very curious indeed. I need to go grab some supplies from my classroom. I'll be back in a few minutes._ " The caffeinated man then zipped away, leaving a confused Naruto. Ozpin then placed a hand on his shoulder, and gestured him to follow once more.

As soon as Naruto was presented with food, he began to stuff his face with plate after plate, leaving Ozpin an amused expression.

" _Well, his appetite is certainly healthy,_ " a blonde woman said dryly. Naruto got a vibe that said she didn't trust him, which he couldn't fault her for, as he felt the same way. He decided to ignore her for the time being, and enjoy the copious amounts of food in front of him. It wasn't ramen, but it would do for now. A few minutes after he finished, the green haired man returned, with a box full of things and several notebooks. " _What is all this Oobleck?"_

" _This is how I plan to communicate with him,_ " he said to the woman. Naruto began to get a bit annoyed at being talked about as if he wasn't there, but bit his tongue. It wouldn't have done him any good to speak anyway. The green hair professor then took out a few items from the box, and laid them on the table with a note card next to them. Picking up a cup, he showed it to him, and wrote something on the paper next to it. " _Cup._ "

" _Cup_?" asked Naruto. " _That's a cup,_ " he added. Oobleck then showed him the paper with strange markings on it. Instantly Naruto's eyes lighted up, and he took the paper and wrote cup on it. Oobleck then showed him a book, then a lighter, and other things. Naruto named each one, except for a few that he didn't recognize. The first being a small vial of what appeared to be colored sand, the second being the strange device that Ozpin used to call Glynda, and the last one being a black figurine of what looked to be a grisly monster.

" _It seems that he recognizes a lot of what I showed him,_ " Oobleck reported. " _But it seems he doesn't know what Dust, Grim or scrolls are. This is very curious indeed. If I may, I would like to continue try to decipher his language so we may better communicate Headmaster. If my calculations are correct, we should be having polite conversation in a year._ "

" _A year?_ " asked the blonde woman. " _We don't have a year Professor Oobleck!_ "

" _Doctor,_ " he corrected.

" _Doctor Oobleck. We have our new freshman coming in a three months. We can't afford to have you neglect your students for this kid._ "

" _Now Glynda, I'm sure we can figure a way around this, but she is right Doctor. Is there any way you can accelerate the process?_ "

" _I'm afraid not Ozpin. His language is so ancient, that finding the proper documentation to translate is simply next to impossible. It doesn't help that it appears he has three different alphabets. Most of these symbols seem to be simple, but then there are the sharper characters that seem to be used for certain words, and the last is just a complex character that appears to have multiple meanings. If you look at what he wrote for tree, and this piece of wood. The characters appear identical, the only difference is what comes before or after. His language is much more complex than ours, and it would take ages for me to become fluent enough to begin teaching him our language. Unless he is more of a scholar than I, I'm afraid that we won't be able to properly communicate._ "

" _I see,_ " replied Ozpin. He looked at the boy with a sad expression. " _I'll give you until the week before classes are in session. Just try your best Doctor._ " Oobleck nodded, though his time limit had obviously bothered him. " _Alright, we'll leave you to work. Don't work him too hard._ "

* * *

It had been close to a week, and Naruto's head had began to hurt. Oobleck had given him something that he referred to a scroll, to listen to prerecorded lessons that he must have made when Naruto was asleep. They were incredible helpful, and when he was alone, he used his shadow clones to absorb the information at an accelerated pace, which he quickly began to regret. When he had returned to Oobleck an hour after he had finished the first recording, Oobleck looked at him amazed. Though his English was still broken, he had made remarkable strides in learning. He was able to ask for simple things, like water, food, to use the restroom, and request Oobleck to slow down. When he was asked how he managed to do this, Naruto shrugged his shoulders, and was given five more tapes. A bit frustrated at the lack of break, Naruto realized how important it was for him to learn the native language so he could find a way home.

A week before classes started was Oobleck's deadline, and he was almost positive that he wouldn't be able to do it. Naruto had proved to be an exceptional student, and he had mastered the basics within the first month. The second month consisted of him being able to hold a conversation without the assistance of his scroll, and the final month was Oobleck talking to him at full speed. Naruto was now comfortable with the speaking portion, but he still couldn't read properly. He wasn't dumb, but he kept finding himself writing in Japanese instead of English. Oobleck assured him that with a little more practice, he would be able to master the written language just as he begun to master the spoken portion. What Naruto didn't know was that Oobleck had kept Naruto's progress to himself, and today was the day that he would have to discuss with Ozpin what he planned to do. Riding the elevator up with the caffeine addicted professor, Naruto began to wonder how far Ozpin's generosity extended. For the past three months he had been fed, given his own room, and even taken to buy new clothes. As the doors opened Naruto stepped out and faced the headmaster.

"Ah, Naruto. Dr. Oobleck. Is it that time already?" he asked politely. He looked up from his scroll and motioned them to sit down.

"Why, yes it is Ozpin, and here is my star student that has gone and surpassed all expectations. Go on Naruto, I'm sure you have many questions for our headmaster." Ozpin looked surprised and looked at Naruto, who was looking at him in the eye.

"Does this place have ramen?" Naruto blurted out. Ozpin looked at Oobleck, who looked taken aback. "The food at the cafeteria is great, but I have yet to see a single noodle."

"Three months, and that is what concerns you?" asked Ozpin. "We do, but our school provides a lot of other options. I'll be sure to let the staff know to stock up on that…"

"Great, thanks Ozzy," said Naruto casually. "So Oobleck told me that this is a school or something. Why would a headmaster take in some kid wandering in the streets? Don't get me wrong, I'm thankful, but it seems… weird to me."

"A fair enough question," stated Ozpin. "I had observed you defend those two Faunus girls downtown, and when I came to approach you, you ran. I found this strange, but after finding out you were gravely injured, I understood your hesitance. You see, I would like to think of Beacon as a place where humans and Faunus can sit side by side and learn together. Unfortunately there aren't many people in this world who think this way, so when I saw you rush to their defense, I thought you could be a model student others could learn from."

"Student?" asked Naruto.

"Of course, I haven't got to that part yet. Seeing that you are about the age of my incoming freshman, I was going to offer you a seat here at Beacon. I only ask a few things in return."

"Whoa, I finished going to the academy years ago, what makes you think I want to sit around in classrooms?" Ozpin didn't falter.

"Given that you are not of this world, I would find this a great opportunity to learn about it." Naruto nearly flinched at the obvious statement. "Speaking of which, I was curious as to where you are from. The language you spoke has been dead longer than Remnants existence."

"I… don't know," he admitted. "I looked at the maps in the library when Oobleck was teaching me, but nothing looks like what it did where I'm from. The continents are completely different, and not even the great Villages are around anymore."

"So you think you're from the past?" asked Ozpin. "How did you find yourself in Vale three months ago?"

"I was attacked," he answered honestly. "The last thing I remember before waking up in that alley was being attacked by a masked man as I fought another guy with a lot of piercings. I only remember bits and pieces, but that's the last thing I remember."

"I see," mused Ozpin. "Dr. Oobleck, have you found anything that might help?"

"I'm afraid not, Headmaster. It seems that whatever had brought him here was something of a one-way trip. I have only come across a few sources that shared his language, but he claims that the two are unrelated. I fear that he wasn't not thrust into the future, but into another dimension. I had a few test on his blood work, and he appears to be part Faunus, yet, he does not show any traits aside from the whisker marks on his face."

"They're birthmarks!" Naruto said indignantly. "My parents were human, at least I know my dad was."

"Regardless," started Oobleck. "His appearance and blood is where our similarities end. He does not have aura. He can harness a different type of energy he calls Chakra. He still has not shown me what he can do with it, but he insists that it isn't something he wants to use."

"Why is that?" asked Ozpin, looking at the blond boy.

"It's not something I want to talk about," he replied quietly.

"Naruto, do you know what we teach here at Beacon?" asked Ozpin seriously. Naruto shook his head. "We teach our students how to become the next generations of Huntsman and Huntresses. Our students fight the creatures of Grim to protect those who cannot. Does that sound like something you'd like to do?"

"I've dedicated my entire life to protecting others," replied Naruto, a bit tiredly. "And now I'm in another world with no hope of getting back to them… As much as I want to go back, I can't stand by and do nothing when innocent people are in danger. Professor Ozpin, I would be honored if you allowed me to become a student here at Beacon."

"If you are sure," said Ozpin, reaching his hand out to Naruto, not unlike the first time he met him. "Then welcome to my academy, Naruto. I'll have Oobleck explain to you how it works around here. I still have preparations for next week, and I need to take a trip to Vale."

"Thank you, sir," Naruto said with a respectful bow. "I'll make you proud." With that, Ozpin dismissed Naruto and Oobleck and they left down the elevator. As the doors closed, Glynda walked out from her behind a pillar.

"What do you think of him now, Glynda?" asked Ozpin knowing she had heard the entire exchange.

"He's still hiding something, but when he said he wanted to protect innocents, he wasn't lying. The mystery surrounding him still makes me suspicious of him," she said.

"But?" asked Ozpin, knowing she wasn't finished. She looked at her long time friend and sighed.

"I can't be angry at somebody's motivation is to help others." Ozpin smiled at her change of heart, and took a sip of coffee.

"Well, it's about time we head over to Vale," he said, getting up from his chair. Glynda nodded, and followed him into the Bullhead.

* * *

"Alright Oobleck, what do I gotta know?" he asked the coffee-drinking doctor.

"First you must pass an entrance exam," he answered.

"What? But the headmaster himself said I could attend!" he argued. "Why do I got to take a dumb test?"

"Given your unique circumstances, we cannot allow somebody who doesn't exist to enroll at our school. If you claim to be part of a town outside the walls of the kingdom, we would have a better time vouching for you, and thus, the test is only a formality. Your actual score won't be recorded, but rather, you'll be given the average score, minus a few percentages, so it looks like you are just an average student. If we ranked you too high, people will wonder where you came from, and how you've eluded everybody for so long. If you ranked too low, it would appear that you cheated your way in, and thus, would have more negative consequences. Placing you a bit below the average won't raise any red flags, and if for some reason somebody does find out, you would have built a big enough name for yourself that it won't matter at that point."

"You really need to slow down when you talk," Naruto sighed, "but I get it. Is it just a written test, because you know I can't read very well."

"I am well aware of that, but fear not. Half the test is combat-based. You will be taking that one with Professor Port, to see how well you are to the other students, and also because some of the teachers, myself included, are curious as to how you fight."

"I see. What other teachers?"

"Ozpin, Glynda, myself, Professor Peaches, and Port, just to name a few," he answered. "That will take place the day before the other students arrive."

"Say I know that I should have ask Ozpin about this, but I didn't think of it then, but where can I start making money? Is there somewhere I can get a job? I hate living off of your and Ozpin's generosity."

"There are a few programs you can do for now, but once the teams are formed, you will take missions where you will be paid for your services."

"Teams? We're getting teams?" asked Naruto a bit excited. He'd finally be able to meet people his own age.

"Yes, they will consist of a team of four," answered Oobleck, "but I can't get further into details, as that is part of Glynda's lesson." Naruto nodded, and followed the eccentric man out of the elevator.

* * *

Ozpin sat in the bullhead going over his roster of incoming students, and found that Ruby had made the total number off. He would have an extra student, meaning that he would have either a student that hopped around teams, or a one-man team, neither of which sat well with him, so he pulled up his old friends contact.

"Ozpin? What can I do for you?"

"Hello James, I require a favor from you," he said politely.

"What is it?" he asked, a bit caught off guard. Ozpin usually had everything under control.

"I seem to have made a miscalculation when accepting students. Do you know of three students who would like to attend Beacon this year? I know it's short notices, and-"

"I have a list of students who weren't enrolled, due to 'too many applications' being sent. One from Mistral, one from Vacuo, and one from Atlas, each scored well above the entry requirement, but were looked over in favor of other, more promising students."

"Why were they 'looked over'?" asked Ozpin. General Ironwood sighed, and looked at his friend.

"Well, I know the girl from Vacuo was… hard to work with. She emitted a strange aura that made it hard for students her age to focus." Ozpin nodded curiously. "The boy from Atlas, came from a small village from outside the walls, and was refused admission for his Faunus heritage. Lastly, the girl from Mistral is something of a misfit."

"How so?" asked Ozpin, receiving the files on each student.

"Well, she is known to lash out violently, which more often than not, gets her in trouble with other students. She's talented for her age, but she has shown that she is a bit hot headed, often drawing her weapon on other students."

"My, that might become an issue," he admitted. "But nevertheless, if you can, may you arrange transportation to Vale? I'd like to have them attend my school."

"You're serious about this, aren't you Ozpin?" asked Ironwood. "I'll have them in Vale in a few days, but just know that these students weren't exactly 'overlooked' for those reasons alone. The files I sent should fill you in." Ozpin nodded, and looked at the three students photos. The girl from Mistral, Marie Rojas, had messy long black hair with a few red streaks, and a pale complexion. She didn't seem very violent at first glance, but her file said otherwise. The second, the boy from Atlas, Kohl Rabenschwarz, appeared to be a bird Faunus of some sort; rare in Vale, but certainly not something that he minded, as he accepted all walks of life. He had feathery black hair that was slicked back, and his skin was tan. His expression looked one of cold anger. No doubt this boy has been picked on for his heritage. Lastly the girl from Vacuo was definitely a strange sight. Midnight Fetchmara had a sickly pale green tone on her skin, and wore a stoic expression. She had white hair that trailed lower than the photo would allow. She seemed timid, if Ozpin had to be honest, but reading her file didn't reveal much. A few things he noted they all had in common were, they were all orphans, they had a rather troubled past and lastly, none of them smiled in their photo.

He was sure given the opportunity, the three of them would excel, but it appears they have never been given a chance. Sighing to himself, he sat in silence, reading each file to the greatest detail. There was a lot missing from Midnight, and the other two didn't seem so bad, if one could look pass their frightening appearance, reputation and cruel way of fighting… alright, he'd have to work on this.

* * *

The week went by fast, and Naruto boarded the ship to Beacon. Ozpin had told him to try to blend into the incoming students, so he had to ride the flying deathtrap that brought the rest of the students. He tried to stay away from the windows, and leaned against the wall trying to act nonchalant. He couldn't help but overhear a feminine voice squeal not too far from him.

"Oh, I can't believe my little sister is going to Beacon with me!" said an attractive blond girl. "This is the best day ever!"

"Please stop," the red hood wearing girl pleaded, being hugged by her sister. Naruto wondered if they were really sisters, or if their case was like his and Gaara. Regardless, he tried to tune them out, and started watching the news. It showed a guy's mugshot and was discussing his latest scheme.

"Huh, he robbed a Dust shop?" he asked himself. "Wish I could use Dust…" The news then went to talk about the White Fang, a group he didn't really know much about. Before the newscaster could get into further detail, the program was shut off, and Glynda appeared in a hologram. Naruto intently listened to her little speech, which he thought was optimistic enough from the stern looking woman. He tried to calm his nerves, as he heard the two sisters from earlier beginning to freak out at the vomit that appeared on the floor. "That's gross," he said to himself. Soon enough, the ship landed, and he was finally able to return to Beacon. "So… this is my new home, isn't it?" he asked himself, the realization finally hitting him. He would never be able to return to Konoha to see his friends again. He slowed to a halt as the other students walked past him. Dark thoughts began to enter his head. 'Konoha was a crater when I last left… I'll never be able to see the friends left who made it ever again. I wouldn't be able to fulfill my promise to Sakura to bring Sasuke back…' He then realized something. 'Hinata! She… she said she…' he thought angrily. Then one name came out of his mouth bitterly. "Pein."

"Pain?" repeated a girl from behind him. She wore a nervous expression, and her body language was timid. "Are you hurt?" she asked.

"I'm fine," he assured. "Sorry, got lost in thought."

"Oh, ok," she said with a sad smile. Naruto immediately could feel the sad emotions rolling off of her. Even if he didn't have the ability to sense negative emotions, he was sure he would have noticed. "Do you know where we are supposed to go?" she asked shyly.

"Um, yea, we're going to the auditorium over there," he said, pointing to a building. "At least that is was I was told. Do you want to walk over together? I don't know anybody, I'm not from around here." The girl nodded, her mood lifting a little. "I'm Naruto, by the way. Uzumaki Naruto."

"It's a pleasure to meet you," she said, covering her smile with her hand. "I'm Midnight Fetchmara." The two made small talk as they walked.

Once they got there, Naruto looked in surprise to see how many students were here. Having been wandering around Beacon for three months, he was used to its empty hallways and the occasional professor getting their coursework ready. It was definitely going to be more lively around here, which brought a smile to his face. He was never one to enjoy being isolated, and with all the new faces, he was eager to make some new friends. As he looked around, he saw Ozpin take the stage.

"Ahem, I'll… keep this brief. You have traveled here today in search of knowledge, to hone your craft and acquire new skills, and when you're finished, you plan to dedicate your life to the protection of the people. But I look amongst you, and all I see is wasted energy, in need of purpose and direction. You assume knowledge will free you of this, but your time at this school will prove that knowledge can only carry you so far. It is up to you to take the first step."

"You will gather at the ballroom tonight," said Glynda, as Ozpin walked off stage. "Tomorrow, your initiation begins. Be ready. You're dismissed."

"Did that seem… a little down to you?" asked Naruto. "Not exactly the exciting speech I expected from Ozpin."

"I think he just wants us to take this school seriously," she replied. "I'm just happy I was accepted."

"Why wouldn't you be?" asked Naruto, as the students began to head over to the ballroom.

"Well, I didn't actually apply here," she admitted. "I applied to Shade Academy in Vacuo, but I might have filled in the wrong form…"

"I hear ya," replied Naruto, remembering his own lack of literacy. "But if you didn't we wouldn't have met." The girl covered her mouth again, as a small smile made its way on her lips.

"I guess that's true," she replied quietly. "You said you weren't from around here, where are you from?"

"Oh, I'm from a village outside the walls," he replied. "It was destroyed not too long before I left, so I don't really like to talk about it."

"I'm so sorry," she said quickly. "I didn't mean to bring up painful memories."

"It's fine, you didn't know," he replied with a large grin. "Anyways, we should probably get to the ballroom before all the good spots are taken." The ghostly pale girl nodded, and the two followed the large crowd.

* * *

"It's like a big slumber party!" said Yang, crashing onto her sleeping bag next to her sister.

"I don't think Dad would approve of all the boys though," said Ruby, writing on a piece of paper.

"I know I do," she said with a purr. She was looking at a few boys who were going to bed shirtless when a boy wearing a onesies walked by, earning him a quick 'ew'. She continued to look around when another blond caught her eye. This one was wearing a simple black t-shirt with a bowl of ramen on it and a pair of orange pajama bottoms. "Hey, wasn't he the dude on the ship keeping to himself?"

"Who?" asked Ruby, looking up from her letter. "Oh, him? Yea, he looks like a completely different person now," she pointed out.

"Well, I got to go put in some work," said Yang, getting up to approach the blond boy, before she noticed what Ruby was doing. "What's that?"

"A letter to the gang back at Signal," she answered. "I promised to tell them all about Beacon and how things are going."

"Aw, that's so cute!" squealed Yang. She was then hit in the face with a pillow.

"Shut up! I didn't get to take my friends with me to school. It's weird not knowing anybody here!"

"What about Jaune? He's, umm, nice. There! Plus one friend! That's a one hundred percent increase."

"I'm pretty sure Weiss counts as a negative friend," replied Ruby. "So back down to zero."

"There's no such thing as a negative friend, you just made one friend and one enemy!" Ruby threw her dog faced pillow at Yang's face again, only for her to dodge it. It ended up hitting Naruto, who looked up confused.

"Oh no!" cried Ruby.

"Well here's our chance to talk to him!" said Yang, dragging Ruby along with her. Naruto just scratched his head at the mysterious pillow. "Hello!" sang Yang. "I believe that pillow is my sister's"

"Oh, is that so?" asked Naruto, a mischievous glint in his eye appearing. Yang nodded enthusiastically, as Ruby looked apologetic.

"I'm really sorry!" she began, "I was trying to hit Yang but she moved, and it flew-" she was interrupted by the same pillow hitting her across the face with surprising force, causing her to fall over.

"All is forgiven," replied Naruto. Yang on the other hand grabbed the pillow.

"Hey, you can't do that!" she said, swinging the pillow at Naruto, who jumped back to avoid it. "She came to apologize!" Naruto was just grinning like a madman, and picked up another pillow.

"PILLOW FIGHT!" he shouted, as he threw his pillow at Yang, who avoided it again, and making it hit an orange haired girl walking by.

"Pillow fight?" asked the girl, not remotely phased by the pillow. "Ren! Get up! This is happening!" Grabbing the pillow that pelted her, she ran over to Naruto and Yang, swinging it with a goofy smile on her face. Yang turned around only to receive a vicious blow that sent her rolling away. Naruto picked up the pillow that Ruby had initially hit him with and charged toward the eccentric orange haired girl, but was tripped by a pillow thrown at his legs.

"Got him!" shouted Ruby. Naruto jumped back to his feet, and pointed at her dramatically.

"This means WAR!" he shouted, looking over to the orange haired girl. "You, take on the blonde one, the red one's mine!"

"Got it Whiskers!" chirped the girl happily, running after Yang. Soon, more and more people began to join, and the room was split into two sides. Naruto then took the stage, rallying up his side.

"Tonight, we were attacked when we had our backs turned. They know not the consequences of their preemptive actions, and for that, they must pay!" He received a loud cheer from the students, who were a little too invested now. "Tonight was supposed to be a peaceful night with our brothers and sisters sleeping soundly to prepare for the tasks of tomorrow. We will show them our collective might! We will not go quietly into the night! We will not go down without a fight!" He received another cheer. "Students, ready your breakfast and eat hearty, for tonight, WE DINE IN HELL!" This time he received strange looks, and only one cheer from Nora, the same orange haired girl from earlier. "CHARGE!"

The two sides then became a large mass of feathers flying, and students falling. A few students sat on the side lines, shaking their heads at the immaturity of it all. Naruto was then grabbed by Nora, who threw him with a ridiculous amount of strength, making him rocket towards a group of unsuspecting students.

"Eat my feathery filled justice!" he shouted, before being brought to a sudden stop by Yang, who had two pillows duct-taped around her hands. She then began attacking him with punches, making Naruto smile. "That's genius!" he said, grabbing a pillow to block her punches.

"Thanks," she said with a smile, "but I won't forget what you did to my sister! You will pay!" She swept his legs out from under him, causing him to fall flat on his back. He barely managed to block her punch with the pillow he was still grasping onto.

"She struck first!" he accused. " I was minding my own business when I got pelted by that dog faced pillow!" He rolled away and hopped back to his feet. "Now pay for your crimes, evil-doer!"

"Evil-doer?" she asked. "Who says that anymore?" The answer she received was a pillow to the stomach, followed by two more being thrown at her face. "Wha-? How did you do that?"

"Trade secret," he replied with a wink. He dodged another pillow swing, only to be struck from behind by Ruby.

"Leave Yang alone!" she shouted adorably.

"Striking from behind?! Have you no honor?" asked Naruto dramatically. Ruby charged at him again, only to be taken out by a pink and orange blur. "Thanks Nora!"

"No problem, Whiskers!" Naruto then turned back to his fellow blonde, who had thrown her pillows away, and was whistling innocently. Confused, he turned and saw that the majority of the students had discarded their pillows, and the rest of the students were quickly following suit. Looking over to the main entrance, he saw a seething Glynda.

"Children," she hissed, getting the ruckus to stop completely. "Please go to bed!" Everybody stopped mid throw or swing, except for a certain whiskered blond. He couldn't show weakness in front of his followers.

"NEVER!" he shouted, throwing his pillow at the professor. Everything went slow motion as the entire student body paled in fear for Naruto's life. Finally, the small pillow pelted the professor in the face with a small thud. The rest of the room was silent, unsure if to laugh at his bravery, or feel bad for the punishment he was about to receive. Glynda simple fixed her glasses, raised her riding crop, and all the pillows in the room rose up, making Naruto immediately regret his decision. With one flick, every pillow came raining on Naruto with no mercy, earning a bunch of pained groans, and worried gasps.

"If this happens again, I will be much more liberal with my punishment, got it, Uzumaki?" she growled through her teeth. A lone hand popped out of the mountain of pillows with a shaky thumbs up. "Good, now go to sleep. Your initiation begins tomorrow morning."

"I can't believe he did that," whispered a student to another as Glynda left. "He must have balls of freakin' steel!"

"I can't believe he got off so easily!" said a third student.

"Dude, look at him, I don't think he got off easy." The three boys turned to Naruto, who had spat out a tooth, and fell face first into his sleeping bag, falling asleep in a second. "And to be on Glynda's shit list from day one? I feel bad for him."

"It was fun though," replied the first boy. Meanwhile Yang was breathing a bit heavily, and smiling.

"Now THAT'S somebody who knows how to have fun!" she said falling to her sleeping bag. The lights went off, and the student body each drifted to sleep one by one.

* * *

 **A/N**

 **Editted done 10-10-17 (It's Naruto's birthday guys!)**


	2. Team MNKM

The incoming freshmen all stood at the edge of the cliff, wondering about the strange platform they were asked to stand on, each student mentally preparing him or herself for whatever the professors had in store for them.

"For years, you have all trained to become warriors," announced Ozpin, "and today, your abilities will be examined in the Emerald Forest."

"Now, I'm sure many of you have heard rumors about the assignments of teams," continued Glynda. "Well, allow us to put an end to your confusion. Each of you will be given teammates… Today."

"These teammates will be with you for the rest of your time here at Beacon, so it is in your best interest to be paired with someone with whom you can work well. That being said, the first person you make eye contact with after landing will be your partner for the next four years."

"Bruh," said a black haired individual under his breath, earning a few laughs from the boys next to him. Annoyed at being found amusing, he shot them both a death glare, instantly shutting them up.

"After you've partnered up, make your way to the northern end of the forest. You will meet opposition along the way. Do no hesitate to destroy everything in your path, or you will die." The blond boy who vomited on the airship suddenly seemed even more nervous. Naruto took note that whoever that guy was, probably didn't belong in a school designed to train killers, but he could commend him for trying. To be afraid was something everybody felt occasionally, but to let the fear control you was to be a coward. He was fighting his fear even if he did a pitiful job at hiding it.

"You will be monitored and graded for the duration of your initiation, but our instructors will not intervene. You will find an abandoned temple at the end of the path containing several relics. Each pair must choose one, and return to the top of the cliff. We'll will regard that item, as well as your standing, and grade you appropriately. Are there any questions?" he asked, finally finishing his explanation of the test. The nervous boy tried to speak up, but was cut off by Ozpin. "Good! Now take your positions." One by one, each student was flung off the cliff, making the boy even more nervous. Naruto braced himself, eagerly awaiting his turn. Before the boy could ask his question, he was flung off with a girly yelp. Naruto tried his best not to laugh, and remained in his position. He felt the anticipation filling him, only for the spring after him to go off, and the next.

"Yo, what the hell?" complained Naruto. "It was supposed to be my turn to go next!" Wanting to throw Ozpin a dirty look, he turned to face him, opened his mouth to speak again, but was flung backwards towards the trees below. "DAMN YOU OZZY!" he bellowed, having been caught off guard. He was quickly able to adjust his descent and looked to where he estimated he would land. In his entire three months of living at Beacon, Naruto had still refused to use his techniques, save for his shadow clones. Trying to figure out how he would do this subtly, he realized he didn't have that much time and so, he bit his lip and allowed himself to just crash land into the tops of the trees. Groaning in pain, he distantly heard a guy cry out a thanks.

'Why don't I get help?' he asked himself bitterly. He lifted his shirt and looked at his shoulder, which had taken the brunt of the impact, and a nasty bruise was beginning to form. "I should have just used shadow clones... ow..." he whined to himself, poking it a few times to see how bad it would hurt. Shaking his head at his own foolishness, he adjusted his shirt back, and hopped down the tree.

"Gotta find a partner, gotta find a partner," he repeated to himself. Allowing his sensory abilities reach out, he quickly found that a few people weren't happy with their teammates. 'Well, that doesn't help me find one,' he thought to himself. He kept searching, heading north where the relics were supposed to be, when he felt like he was being watched. It almost frighten him that he couldn't sense the malicious intent that came from the beast he saw with his own eyes. "What the f-" he began, only to be struck by an Uras. He managed to put up a quick defense before the blow landed, but the power behind it was frightening.

"How did something as big and ugly as you sneak up on ME?!" he shouted to the bear angrily. "I can still sense frickin' Glynda from up the cliff, but you're right here and nothing!" The Ursa didn't show any signs of understanding, and charged at the blond. The whiskered boy grabbed a few kunai from his pouch and threw them with deadly precision, only for them to bounce off the strange white armor that covered the beast's head. Cursing at his luck, Naruto began evasive maneuvers, ducking and weaving from the bears powerful strikes. The monsters hide was surprisingly durable, and his basic ninja weapons weren't going to put a dent in it. He took a glance at his palm, unsure if he should use his father's technique. He didn't have time to go into sage mode, and his hand to hand was going to do next to nothing against the spiky beast. Gritting his teeth, he formed his favorite cross seal, when he heard somebody shout behind him.

"Hang on!" shouted a feminine voice, as several small red wisps flew at the beast. Upon impact, they detonated with enough power to rival several explosive tags. Naruto jumped back, and watched as a girl with long pitch black hair and red streaks take lead and swung her strange wavy sword at the stunned Ursa. In a single swipe, it was beheaded, and the girl relaxed and calmed her breath. Naruto then realized he hadn't seen this girl before. He recognized nearly everybody from the pillow fight, so that must mean she was one of the few who didn't partake.

"Thanks for the assist," said Naruto sheepishly. The girl turned to him, with an irritable expression.

"What the goddamned hell were you thinking?!" she shouted. "You can't fist fight an Ursa! Where is your weapon?"

"I threw them at it," he answered with a laugh. "Sorry, I had that under control."

"Like hell you did," she muttered. She took a deep breath before exhaling tiredly. Her expression softened a bit. "Look, you have to be careful out here, OK? You heard the headmaster, right?"

"I really was about to take that thing out," Naruto grumbled. "But again, thanks."

"Don't worry about it," she brushed off. "Well, it looks like we're partners," she said unenthusiastically.

"Whoa, don't get too excited," he said offended. "You just happened to team up with the most powerful fighter in all of Beacon!"

"I just saved you from an Ursa, not even a big one," she deadpanned. "And from the looks of your attire, you didn't have a graceful landing either; you've still got twigs and leaves in your hair."

"Whatever," he grumbled again. "Well I'm Naruto Uzumaki," he said offering a hand.

"I'm Marie Rojas," she said shaking his hand. "And please don't die before we form teams. I'd rather not get kicked out of here too."

"I won't," he immediately replied. "But why would you get kicked out? You heard Ozpin, students might actually die in here."

"Given my reputation, I wouldn't put it past him to use my teammate's death as an excuse to get rid of me."

"Where is this all coming from?" He asked confused. "Ozpin is a great guy; I can personally vouch for him. You don't have to worry about expulsion." Seeing that she wasn't convinced, he jumped on top of a felled tree and struck a pose. "Well Marie, it just so happens that I never go back on my word, it's my ninja way. So I'm telling you right now, Ozpin won't try to expel you for some dumb reason outside of your control."

"You're really weird," she said with a dry laugh. "But you're alright. Say, aren't you going to pick up your weapon? Whatever it is, I want to see it."

"Oh. Those weren't anything too special, I have tons," he explained, reaching into his pouch and taking out three kunai. She laughed a little, but when Naruto didn't motion to take out anything more extravagant, she gave him another deadpanned look.

"You're serious? You use these butter knives to fight Grimm?"

"Well, I've never actually seen a Grimm before today, much less fought one," he admitted. "Didn't think they'd be so durable."

"How can you have never seen a Grimm? They're everywhere! Are you telling me that you've spent your entire life safe inside the kingdoms walls?"

"What? No!" He answered. "I've only been in Vale for a little more than three months!"

"Where were you before that?" She questioned, as she halted suddenly. Naruto mentally berated himself for slipping so easily.

"It's a long story," he said with a sigh. "If we're going to be partners for four years... I'd rather we not talk about it now... Maybe some other time."

"Fair enough," she said with a shrug. "You should have said that from the beginning."

"Would that have worked?" He asked with a dry look.

"Yea man, your business is yours alone. I don't plan on telling you everything about me right off the bat. You'd have to be an overly trusting fool to do that."

"What will you tell me?" he asked, as the two continued to walk through the forest.

"I told you my name already, isn't that enough?" she asked sarcastically, turning to her blond partner. Realization then hit her. "You really don't know a thing about me, do you?"

"Should I?" He asked.

"Well, I have something of a reputation, but I guess it's a bit arrogant of me to think it'd follow me all the way here from Haven..."

"Well whatever people thought about you then doesn't matter now does it?" shrugged Naruto. "New place, new start right?"

"You're a bit too optimistic, Naruto, but I guess you're right," she relented. "We should probably hurry and find that relic before we run into any more trouble." Naruto gave her a firm nod, and the two picked up the pace.

* * *

Meanwhile

* * *

Midnight walked along the forest at a rather slow pace. She had hoped to team up with Naruto, since he appeared to have some sort of resistance to her 'unique' aura. She was sure to take the suppressants to keep it under control, but when she got nervous, they tend to wear off faster. Trying to calm her nerves, she wandered around the forest, hoping against hope to find a partner soon.

"What if they're all taken?" a voice whispered to her.

"No! There's no way that could have happened. They plan for these kinds of things!" she uttered back.

"You're going to be sent away again" it hissed.

"Shut up! Shut up! Shut up!" she cried, grabbing the sides of her head. Once the voice had finally subsided, she looked at her hands. Her fingertips were coated with a ruby red liquid. She had scratched through her skin again.

"Just try to calm down," she told herself, as she slowed her breathing. Once she was calm again, she heard a voice not too far away. She followed it at a quickened pace, and found a red cloaked girl walking closely behind a girl with a white dress.

"Oh... they already have partners," she said aloud. The two girls then turned to her, surprised at being snuck up on.

"Hey," greeted Ruby. "Are you lost too?"

"We aren't lost Ruby, I know exactly where we are," insisted Weiss.

"I, um, don't know..." she answered. "I was looking for a partner, but you two seemed to have paired up already..." she said softly.

"I can't really hear you," said Ruby, walking over to her.

"Wait! Stop!" Midnight said suddenly. "Don't get any closer!"

"Why?" asked Ruby, although she had stopped a fair distance away. "Are you OK?"

"I'm fine!" She said too quickly. "I have to find a teammate before it gets dark, I'm sorry. I have to go," she said turning tail and running off.

"I guess Ruby isn't so bad," Weiss said under her breath. "What's with her? The day just started, why is she concerned about it getting dark?"

"I don't know," said Ruby sadly. "She seemed lonely." Weiss remained silent, and continued to try to find the temple.

Midnight had run off in such a hurry, she had forgotten where she was headed. She began hitting herself on the head, berating herself.

"Stupid! Stupid! Stupid!" She repeated with every hit. Midnight was losing it. She reached into her pocket and pulled out a small pill bottle, and with shaky hands tried to open it, only to drop them. They rolled on the relatively smooth forest floor before coming to a stop in front of a bush. As she walked over to grab them, several red eyes appeared in the bush, causing her to freeze.

"Oh no," she whispered. Fidgeting as she reached for her weapon, she managed to draw her rather simple looking straight sword before the beast revealed itself. Anxiety took away all forms of composure she would normally have with her weapon, and the blade shook as she pointed it at the beast. Finally having enough, a large Boarbatusk charged out from the brush and made a straight dash at her. She narrowly managed to deflect the Grimm's attack, but it didn't let up. Circling back, it charged at her again, and this time she wasn't so fortunate. Getting a head-butt to her stomach, she felt the wind get knocked out, and she tumbled across the forest floor. Standing back up, she saw the Boarbatusk squeal and charge at her again. Clicking a button on her swords hilt, the blade lost its rigidness, and a long segmented whip shot out to the unsuspecting Grimm, tangling around its short legs. In seconds it was immobilized, getting Midnight to breathe a sigh of relief. Remorse painting her face, she pressed the button again, and yanked the weapon, causing the Grimm to be torn to shreds. As her weapon returned to its sword form, she sheathed it and rubbed her eyes. Not long after she heard a slow clap coming from one of the tree tops.

"Not bad," said a teen with black hair. "I didn't think you had it in you when the fight started." His tone wasn't mocking her, but rather, it was just blunt honesty.

"Who are you?" She asked, looking up at the teen. He was sitting casually on the branch, before he hopped on down.

"I'm Kohl Rabenshwarz," he greeted. "Some bullshit test they have here, isn't it? Letting their students fend for themselves in a Grimm infested forest. I thought only Altas would be getting away with that, but it seems to be the norm at these schools."

"Kohl, umm, I can't help but notice you're alone."

"Yea, I kept running into people who were already paired up. I'm guessing you had the same problem?"

"Y-yes," she admitted. The boy was well within her aura's range, but wasn't reacting to it. Maybe her medicine hadn't worn off after all. Pushing her thoughts aside, she picked up her bottle and pocketed it.

"I guess that makes us partners," he said with a sigh. "What's your name by the way? I don't think I caught it."

"I'm Midnight," she replied quietly.. "Midnight Fetchmara."

"Nice to meet you Mindy," he said looking around the forest. "Well, I guess we should head north now." She was about to correct her name, but he began to walk off before she could speak up.

* * *

Northern Forest Temple

* * *

"I can't take it anymore!" shouted Yang. "Can't everybody just chill out for two seconds before something crazy happens again?"

"Um, Yang?" Ruby said hesitantly, pointing up. The group of five students all looked up to see Weiss hanging off the talon of a Nevermore.

"How could you leave me?" she called out.

"I said 'jump'…" defended Ruby.

"She's going to fall," said Blake.

"She'll be fine," assured Ruby.

"She's falling," Ren added. Jaune saw this as his opportunity to shine, and jumped off the tree and caught the snow-haired heiress midair.

"Just dropping in?" he asked smoothly. Weiss looked at him for a moment, then down, making Jaune catch on. "Nooo!" he shouted as the two plummeted down to the earth. Jaune landed face first, and Weiss on top of him, looking at her nails.

"My hero," she said sarcastically, still sitting on him.

"My back…" cried the blond weakly. Before either could make it to their feet, Pyrrha was sent crashing in front of the first five students in a heap.

"Have you guys seen General Pillows?" asked Yang, noting that the fun loving teen was not with them.

"You mean whiskers?" asked Nora. The rest of the group just sat puzzled as they heard bickering coming from the forest.

"I'm telling you, ramen is waaay better that whatever it is you're talking about," said a familiar voice.

"You haven't even tried it!" complained a girl. "I mean the concept is basically the same!"

"How dare you imply anything is remotely similar to the food of the gods!"

"Pho and ramen are both noodles in broth, what is so different between them?" argued back Marie, as Naruto trailed closely behind.

"I'm telling you now, if you want this, us, to work, you're going to have to accept that whatever this Pho thing is you're talking about, it's just a cheap imitation."

"You eat instant ramen! That's the cheapest imitation you can get!" she snapped. She then realized that she was being stared at by eight other students, each sporting a very confused look.

"I regret telling you that," mumbled Naruto. he then looked back up and made eye contact with the purple eyed blond. "Hey, it's you," he greeted. He then turned to Ruby and gave her a fake look of annoyance. "And your dishonorable sister."

"Dishonorable?" asked Pyrrha.

"She hit him from behind during the pillow fight," explained Yang. "Where have you been Pillows?"

"My name is Naruto, and I was trying to get this girl to understand the most basic fact of all culinary knowledge," he explained, his tone bittering towards the end.

"I don't think this is the time to talk about this…" pointed out Ren, seeing that the Deathstalker and Nevermore were headed towards them.

"Ren's right!" agreed Nora, turning to the large scorpion. "Let's break their legs!"

"Wait, where's Midnight?" asked Naruto sensing a huge wave of dread, a bit too late, seeing that the eight students had headed off to fight the large Grimm. "Marie, come with me, I have a bad feeling." The girl noticed the drastic change in his tone, and wordlessly followed him. As they ran back into the forest, Naruto let his sensor abilities flare out again. If he could find any source of fear, he'd be directed straight towards whoever was left in the forest.

"I think they're this way," said Marie.

"No, they're that way," replied Naruto, his eyes flashing red for a moment. "I think they're in trouble."

"How would you know that?" she asked, keeping up with the surprisingly speedy blond.

"It's an ability I have," he explained. Soon, they found the two, who were fighting off what appeared to be an Ursa, only its back was almost completely covered in spikes, and about twice the size of a regular one. Midnight's sword-whip didn't so much as put a scratch on the bony armor, and Kohl was having a similar problem with his Zweihander.

"MINDY!" shouted Kohl, as the Ursa swung it's massive arms to hit Midnight, he pushed her out of the way, and took the hit himself. Instead of trying to brace himself, he allowed his body to be sent flying, and in midair transformed his weapon into twin hook swords that caught a branch.

"You stay here," ordered Marie to Naruto. "Your little knives will just get in the way." She charged forward, and the tip of her Flamberge glowed a faint red as she swung it. Three wisps, similar to the ones she had used to defend Naruto, flew at the beast and made a satisfying explosion. "Are you two alright?" she asked.

"Behind you!" shouted Kohl, as the bear was not fazed by the dust-powered explosion, and threw a massive chomp at her. Marie turned to the beast and quickly began to glow a dull red color, making the Grimm's body go right through her. 'How did she do that?' wondered the dark haired boy. As the beast regained its footing, it turned to Midnight, who had transformed her whip into a small caliber handgun and was desperately shooting at the creature.

"Get out of there!" shouted Naruto, who had hastily began to intake nature chakra. The girl turned tail and began to run, but the Ursa was faster than it appeared. Kohl combined his hook swords into his Zweihander, and formed a harpoon gun. He quickly took a shot to a tree his partner had just passed, effectively making a tripwire. Naruto ran after the Grimm as it's short legs were caught in the rope, and leaped into the air.

"You idiot!" shouted Marie, still breathing heavily from her strange evasive ability she displayed earlier. "I told you, you can't fist fight a damn Ursa!" She raised her Flamberge and prepared another dust-powered attack, only to see Naruto's punch flatten the Ursa into a crater. She and Kohl then uttered the same phrase.

"What the f-", only to be interrupted by a roar from the Grimm.

"Seriously?!" shouted Naruto, as he felt the power of Sage Mode leave him. The Ursa then grabbed Naruto and threw him into his partner. Dropping her weapon, she caught him, but due to the force was sent tumbling along the ground with him.

"What can we do against this damn thing?" asked Kohl. "All of our attacks just bounce right off it."

"We have to find a weak point in its armor," Midnight said softly, meanwhile Naruto and Marie attempted to untangle limps.

"That's a good start!" said Naruto. "Any of you know any particularly powerful attacks that can make a crack?"

"We don't need to make a crack, there is one already there," said Marie, noticing the armor's strange pattern. It still seemed to be reeling from the crater punch. "Look at its stomach. Doesn't that look like somebody has tried killing this thing before? The armor is missing"

"You're right," replied Kohl. "But we'd have to get really close get to it."

"I'll do it," said Naruto. "If I can land a punch there, I'm sure we can take it out."

"No, that's too risky," Marie growled. "You there, Mindy was it? How sturdy is that whip of yours?"

"I think… I think I can hold him down with it," she replied with a small amount of confidence, as she started to like her unintentional nickname.

"Alright," Marie said with a small smile forming on her face. "Here's the plan…"

* * *

Ozpin watched amused as all his students had begun to fight three exceptionally tough Grimm. The Nevermore was at the least a century old, which wasn't uncommon around these parts. The Deathstalker, however was a bit of a surprise, having been hidden in a cave, however what came to his attention was the Ursa. There is no way it could have gotten this powerful. With the strange behavior that the Grimm had begun to take when the test started, he knew he would have to investigate the matter soon.

* * *

The Ursa had finally gotten its bearings, and locked on to the nearest target, which happened to be an orange clad ninja throwing small stars at him.

"Yea, that's it big guy, come to papa!" he taunted. The Ursa charged at him, only to be pierced by a harpoon in between the plates of armor it had. With a pained roar, it turned to Kohl, who was smirking at the beast, as he fired another one. The Ursa knocked it away with a powerful swipe, but its arm was then bound by the pale snowy haired girl's whip. With one arm extended out, Marie charged at the beast and stabbed her sword into its eye, making it claw at its face with its free hand. Naruto then saw his chance, and with barely enough nature chakra to fuel his punch, his entire arm went through the beast. He yanked it out, but the Ursa still remained standing, and managed to slash Naruto, cutting deeply into his stomach. Marie's eyes widened as the other two were beginning to struggle with the Grimm's brute strength.

"Damn it, just die already!" she shrieked, focusing a ton of red dust into the tip of her sword. With a battle cry, she stabbed it into the hole Naruto had made, and grabbed Naruto before jumping back a safe distance. The sword began to glow a bright red, until the entire weapon exploded. As the smoke died, the Ursa was nowhere to be seen.

"We did it," Kohl said to himself, falling to his knees. Marie was breathing heavily, but managed a small smile.

"NARUTO!" shouted Midnight, making the eyes of the two trainees widen in realization. Naruto sat up weakly, and waved off her concern.

"I'm fine, I'm fine," he assured, although he was grimacing in pain as he held his stomach.

"Like hell you're fine!" shouted Marie, gesturing to the blood on her clothes that clearly wasn't hers. "I saw you get cut open by that Grimm. If you were low on aura, why didn't you tell us? We would have never let you fight if your life was in danger."

"I'm not low on aura," he argued. "Besides, the cuts are gone, it's just a little phantom pain," he lied. "Come on, let's go get the relics. I'm sure there might be something left."

"Are you sure you're ok?" asked Midnight. Naruto smiled widely at her, and showed her his lack of wounds.

"Yea, just got to buy a new shirt," he said with a laugh. He then looked over to Marie. "Hey, what happened to your sword? Did you really just blow it up?"

"Not exactly. It can withstand the explosion, I just don't have any more dust on me," she explained. "It's a last ditch effort, but it worked out."

"Try not to do that," said Kohl, catching up with the group. "I doubt that is very economical."

"Dude, seriously?" asked Marie incredulously. "You're lecturing me about money, not recklessness? Some messed up priorities you have."

"From the looks of it, you can fight, so it's not my place to tell you how to use your weapon," he explained. "But Dust is getting harder to come by these days, with all the robberies in Vale. Unless you're as rich as the Schnee heiress, you shouldn't be using it so liberally."

"Didn't you say you're from Atlas?" asked Midnight, still timid. "Why do you know about robberies in Vale?"

"It's good to be informed of where you're going to spend the next four years of your life," he answered. The four then walked back to the clearing to find the last two relics, which happened to be the gold bishops. The two pairs split and made their ways back to the cliffs separately.

"Well, mission accomplished," said Naruto. "Let's get back to Beacon, I want to take a nap."

"We still have the team ceremony to attend," pointed out Marie.

"I wonder who's going to be on our team, or what our team name will be!" he started excitedly, before remembering his old team. Quickly brushing it off before he dwelled on it, he forced a smile, and the two walked back to Beacon.

* * *

Beacon

* * *

"Jaune Arc, Lie Ren, Pyrrha Nikos, Nora Valkyrie. The four of you retrieved the white rook pieces. From this day forward, you will work together as Team JNPR(Juniper), led by Jaune Arc." Even from where he was standing, Naruto could see the confusion on Jaune's face. He clapped politely, but then laughed when Pyrrha hit him a bit too hard, knocking him on his ass.

"Blake Belladonna, Ruby Rose, Weiss Schnee and Yang Xiao Long. The four of you retrieved the white knight pieces. From this day forward you will work together as team RWBY(Ruby), led by Ruby Rose."

"She's not going to like that," muttered Kohl.

"What are you talking about? She looks excited," replied Naruto.

"Not her, the Schnee," clarified the Faunus boy. Naruto was about to argue, but could sense the irritation that radiated from Weiss, so he remained silent. As the four girls got off the stage, the last four students walked up.

"And finally, Midnight Fetchmara, Marie Rojas, Uzumaki Naruto, Kohl Rabenshwarz, you four retrieved the white bishop pieces. From this day forward you will work together as team MNKM (Monochrome), led by Marie Rojas."

"What?!" Marie shouted at the headmaster.

"I told you he was a decent guy," smirked Naruto. Kohl and Midnight didn't seem to mind her leadership role, and clapped politely.

"Congratulations young lady," said Ozpin. He turned back to the auditorium and continued. "Looks like things are shaping up to be an interesting year." Naruto looked around the room, and a large smile began to grow on his face. THIS is what it would be like to be a normal teenager, at least in this world. His joy was short-lived however, as he was dragged into his mindscape by an angry fox.

* * *

Sometime later

* * *

"Seriously, he's just been standing there for the last twenty minutes with that weird look on his face," Yang said to Ruby. "I've been waiting for him to snap out of it so I can talk to him, but he hasn't responded to anything."

"Why are you still waiting then?" asked Ruby. "What's so important?"

"I have to know why he threw that pillow at Goodwitch. There's has got to be a good reason he would do that."

"Really, Yang?" asked Ruby in disbelief, as she began to walk away. "And I thought that I was weird."

"You got me there, sis," said Yang, hiding a mischievous grin. "Well, if you're going to ignore me, I might as well prank you," she said, as she began to wonder what she'd do. Before anything could come to mind, Naruto snapped out of his daze with a sharp intake of breath. Yang was going to ask him about what just happened, when she noticed the serious expression that did not suit his face. "Hey whiskers, you ok?" His wide blue eyes looked at her confused purple ones.

"Where is Ozpin?" he asked.

"Probably in his office. The ceremony's been over, and all the students already left," she suggested. He then turned and ran off. "Wait!" she called after him, but he was long gone. "Wonder what that's all about."

* * *

Naruto was pacing back and forth in the elevator as it made its way up to the Headmaster's office. He had kept this secret from his friends for years, and he was being forced to revealed it to a man he had only known for a little over three months. He wasn't sure if he could do it, but if kept it to himself, he would put everybody around him in danger. After hearing the doors open, he hesitantly walked in, earning a raised eyebrow from Glynda.

"What do you think you're doing here?" asked Glynda confused. "You're supposed to be socializing with your team."

"Never mind that, where's Ozpin?" asked Naruto with almost a scared look on his face.

"The Headmaster is with Doctor Oobleck discussing some school matters. What's wrong?" she asked, her tone softening. Her opinion on the boy had only gotten better, pillow to the face notwithstanding.

"There's something going on," he answered. "I have to talk to Ozpin about it. When is he coming back? This can't wait."

"Whatever it is, I can relay it to the Headmaster." She didn't really leave him room to argue.

"Do you remember our first conversation?" he asked. Glynda nodded.

"Yes, you asked if we served ramen, if memory serves correctly."

"Well, yea, but that's not what I'm referring to. I told you all that I didn't want to use my Chakra."

"Yes, you didn't tell us why, but Ozpin trusted you, so we never discussed it." Naruto let out a heavy sigh.

"I'm about to tell you that now, which is why Ozpin needs to be here," insisted Naruto. Glynda nodded, and dialed Ozpin on her scroll.

"Ozpin, where are you?" asked Glynda with a no nonsense attitude.

"I'm headed to my office. Oobleck has made some surprising findings, I'm sure you'd find interesting." He spoke in his usual collected and stoic tone.

"Naruto is here with me," she told him. "He wants to talk about that." Ozpin hummed on his end.

"I'll be there in a moment," he replied. Naruto meanwhile had continued to anxiously pace back and forth. A few minutes passed, and Ozpin arrived, coffee mug present in his hand. "So, what can I do for you today, Naruto?"

"I need to know if you know how to extract and contain raw energy." The two veteran Hunters glanced at each other, before looking back to Naruto.

"Why do you need to know that?" asked Ozpin. Naruto hesitated for a moment.

"Look, you guys found me with nothing and offered me a place to stay, Oobleck taught me to speak, and now I'm a student here at your school to learn to protect this world. Those are debts I'm sure I won't be able to repay, but I just need you to believe me when I say this." Ozpin and Glynda looked at him with a curious expression, and waited him to continue. "I have something inside me that wants to destroy Remnant, and every day it's getting closer to being let out."

"What are you talking about?" asked Glynda. Naruto looked up at her with almost an apologetic look.

"When I was born, my village was attacked by something of a demon, a tailed beast with unimaginable power. At the time, the leader of my village, who I have just recently found out was my father, was forced to seal that monster into me." Ozpin's eyes widened a fraction, as Glynda's mouth opened slightly. "It's been a part of me all my life, but ever since I got here, the seal holding it back has been acting funny. The reason I don't use all my abilities is because every time I do, the seal weakens and I don't know why. The furry bastard confronted me about it today, and told me that at the rate I'm going, I only have a little under two years before the seal weakens enough for him to break through. Only I can really fight him, but if he gets out, I'll die. No Jinchuriki has survived the extraction of their beast…" he added with remorse, remembering seeing Gaara's lifeless body being sat on by the two Akatsuki members.

"As frightening as this sounds, why do you need something to contain energy?" asked Ozpin.

"The Kyuubi, the thing sealed in me, is essentially a mass of chakra right now. If it gets out, it will gain a corporal form, and will be much harder to take down. I was hoping that with all the technology that this world has, somebody might have found a way to hold it. If I can get strong enough to fight it for dominance, I think that I can weaken it to the point where it can be contained in a machine. These creatures can only be sealed in living vessels in my world, but there might be a chance that that isn't the case here."

"This is a lot to take in," said Glynda, pinching the bridge of her nose. "If he can't use his abilities without endangering those around him, should we let him pursue the life a Huntsman?"

"That is up to him," answered Ozpin. Naruto looked at the two with a relieved sigh. They didn't look at him like a monster. A giant weight was lifted from his shoulders, but the gravity of the situation still loomed in the pit of his stomach.

"I can still use some abilities," he replied. "As long as I use them in moderation, and don't draw on the fox's power, the process shouldn't accelerate."

"Then it's settled," said Ozpin. "I will contact Ironwood again, and have some experimental machines brought over, and see if Naruto's chakra is compatible." Glynda understood what he meant under those words, and although she disagreed with the methods, begrudgingly nodded. "Naruto, when the devices come in, we will need you to come here at night to test them out with your chakra. Once we fine tune it, we'll go on with the rest of your idea." Naruto had a huge look of relief at the rather rapid course of action. Glynda then walked up to him and placed a hand on his shoulder.

"Naruto, you've been given burdens that no one should have to shoulder," she said with a sad tone. "It must have been hard to have been hated for something you had no control over."

"Wha-" stuttered Naruto.

"During our first conversation, you said you were used to having people hate you," pointed out Ozpin. "I can only imagine that this is the reason why, and why you've kept this a secret for so long." Glynda gave his shoulder a reassuring squeeze.

"Thank you for trusting us, Naruto," she told him. He looked down, unable to meet her gaze. As strict and distrusting as she was at first, he finally began to realize why. She cared about her students and that was her way of showing it; and now, he was a part of that group. He wasn't shunned away for being from another world, or having a beast sealed inside him, or even for keeping his past shrouded in mystery. Ozpin had accepted him for who he was from the start, and Glynda did now too.

"On an unrelated note, Oobleck has discovered something incredible," announced Ozpin.

"What is it, Ozpin?" asked Glynda. Ozpin just gestured to his mug.

"He has found a way to brew the perfect cup of coffee," he said taking a long sip.

"Seriously? That's why you were called over?" she said pinching the bridge of her nose. "Naruto, you're dismissed. Please be careful." The whiskered boy nodded, and got into the elevator with his shoulders feeling lighter.

* * *

 **A/N**

 **10-10-17 Finished editing! (Thanks Fuyuriku!)**

 **~LVR6**


	3. Acceptance

**Before this chapter starts, I want it to be known that I'm following the RWBY story line pretty closely for now, and this part picks up on episode 11 and 12.**

* * *

Naruto watched as Jaune tried pathetically to go up against Cardin. As much as Naruto disliked the guy, he was head and shoulders above Jaune, who he saw a lot of himself from his days in the academy. Glynda had excused him from having to participate again, since he 'lacked a weapon', which roughly translated to, 'we can't gauge the aura you don't have'. Regardless, he figured he really should get himself a weapon to fall back on when he didn't have time to sit around and gather nature chakra. Although, he realized that he had no formal experience with fighting with anything other than kunai and shuriken. Sighing, he laid his head down on the desk.

"That's enough," called out Glynda . "Students, as you can see, Mr. Arc's aura has now dropped into the red. In a tournament style duel, this would indicate that Jaune is no longer fit for battle, and that the official may call the match." Naruto looked up to see Glynda lecture Jaune about checking his aura during battle, and put his head back down. "Remember everyone, the Vytal Festival is only a few months away. It won't be long before students from other kingdoms start arriving in Vale, so keep practicing! Those who choose to compete in the combat tournament will be representing all of Vale."

"Greeaat," muttered Naruto.

"How can you not be excited?" asked Kohl. "The Vytal festival only happens every two years!"

"Who are you, and what have you done with Kohl?" asked Marie. "You're never excited for anything."

"I've always wanted to fight in a tournament!" he answered back. "Now that I have you guys as a team, I can finally compete!"

"It does sound kind of exciting," said Midnight.

"So Naruto, why don't you ever fight in combat class?" asked Marie, as the bell rang.

"I don't have a proper weapon," he replied. This seemed to capture a certain hood wearing leader's attention.

"You don't have a weapon?" she cried, getting four strange looks. "How did you make it in the Emerald Forest?"

"Sheer luck," answered Marie. "But really, you don't have anything other than those butter knives?"

"They are razor sharp!" he replied indignantly. "And dishonorable Ruby, no I don't have a fancy gun/sword weapon thing that all you hip kids are toting around."

"But why not?" she asked adorably, ignoring her new title. Her older sister seemed to be wondering who she was talking to. "Do you need help making one? I'm kind of a dork when it comes to weapons," she began, only to be interrupted by her sister.

"Oh, whiskers!" she greeted. "I didn't know you were in this class."

"I shouldn't be," he grumbled. "Hey, how's it goin'?"

"Why don't you ever fight?" she asked. "I mean even Jaune tries, even if he never wins."

"I'm not concerned about losing, although I'm sure I could beat anybody in this class," he replied. "I just don't have a weapon. Never really fancied a sword or anything, I just let my fists do the talking."

"So did I," replied Yang. "But you can't fist fight an Ursa."

"THANK YOU!" Marie shouted. "This boy has been trying to do that since day one."

"You do what now?" asked Yang , a glint of excitement in her eyes. "You're a brawler too? Oh, you have got to spar with me sometime!"

"As long as it isn't tournament style," agreed Naruto. He had been itching for a fight, and going to the Emerald Forest for fun wasn't exactly on his bucket list. It reminded him too much of the Forest of Death back home.

"You're on. After school, meet me in the courtyard."

"Wait, you want to fight today?" he asked, getting a nod from his fellow blond. "Alright, but don't get mad when you lose."

"Keep talking Whiskers, I've been meaning to get you alone," she said, not realizing how it sounded. Naruto didn't seem to pick up on it either.

"I'm yours all night, baby, bring it on!" he taunted. Both of their teams looked at their respective blond with wide eyes.

"You're going to be sore once I'm done with you!" Yang continued.

"Oh, I can go on for days, I'd be surprised if you could keep up," returned Naruto. "You'll have trouble walking straight in the morning."

"Is that a promise?!" she asked back, leaning forward in their friendly banter. Marie was holding back a laugh, while Ruby and Midnight were blushing up a storm.

"You guys should really choose your words more carefully," muttered Kohl.

"What's that Kohl? You want in on some of this too? I'll take you both on back to back! Hell, I'll take you on at the same time!" shouted Naruto. Marie couldn't hold it in anymore, and erupted in laughter.

"What's so funny?" asked Naruto. Marie tried to explain, but couldn't form a single phrase, much less a sentence.

"You have no idea what you've just done, do you?" asked Kohl with a deep sigh. "Think back to what Yang said after you told her she was going to lose, and replay that conversation." Naruto thought to himself, and as he thought back, also began to laugh.

"Oh, that's great!" he laughed, wiping a tear from his eye. "Hey Yang, did you do that on purpose?"

"Not any more than you did," she replied, smiling deviously back at him. "But seriously, tonight, courtyard, come alone."

"Why alone?"

"After we spar, I wanna ask you some stuff," she winked. Naruto sported a small blush, but brushed it off. Team MNKM then walked out together, laughing at each other's expense. "Why aren't we friends with them?" Yang asked her younger sister.

"I don't really seem them around much," admitted Ruby.

"Well, I'm going to invite them to eat with us today, let the rest of the team know." Ruby hummed in acknowledgement as her older sister ran after the other team. "Whiskers! Come back!" she shouted dramatically.

"Yang… you're so embarrassing," Ruby muttered to herself.

* * *

Lunch

* * *

"So there we were… in the middle of the night!" started Nora, having the attention of all three teams.

"It was day…" corrected Ren.

"We were surrounded by Ursai!" she continued eerily.

"They were Beowolves."

"DOZENS OF THEM!" she shouted suddenly.

"Two of them…"

"But they were no match! And in the end, Ren and I took them down and made a boatload of Lien selling Ursa skin rugs!" she finished happily. Ren then sighed.

"She's been having this recurring dream for nearly a month now," he explained. Naruto, who was totally engrossed in the story, laughed.

"That's awesome!" he said. "My dreams are usually about ramen and spoiled milk."

"What..?" asked Marie. "This is news to me." The rest of the team laughed, and Pyrrha noticed that Jaune was down.

"Jaune, are you ok?" she asked with concern.

"Huh?' he asked, snapping out of his thoughts. "Oh, yea, why?"

"It's just that you seem a little… not ok," replied Ruby hesitantly.

"Guys, I'm fine, seriously look," he said, putting on an unconvincing smile. Nobody was fooled. Marie then looked over to the other table, where team CRNL was making fun of a Faunus girl. She quietly got out of her seat, unnoticed.

"Jaune, Cardin's been picking on you since the first week of school," Pyrrha pointed out. Jaune brushed it off.

"Who, Cardin Winchester? Nah, he just likes to mess around, you know? Practical jokes" Naruto held his tongue. As much as he hated bullies, he didn't know Jaune or the rest of them well enough to input his own opinion. Kohl seemed to be irritated as well, no doubt remembering the times he's been picked on for his Faunus heritage. Midnight however, remained uncomfortably silent.

"He's a bully," Ruby accused. Before Jaune could argue the point, a loud commotion was heard the behind them.

"Ow, stop that! It hurts!" cried the rabbit Faunus. "Please stop!"

"AYE!" shouted Marie, walking up to the group of rowdy boys. "Let go of her!"

"What are you doing here?" asked Cardin. "Why don't you just go back to your team of outcasts, freak."

"I'm not going to repeat myself," threatened the girl. Cardin then stood up, dwarfing her in size.

"You're that girl from Mistal, aren't you" he asked. "Rumor has it that you had to bribe the Headmaster to get in, and sleep with him to be team leader." Marie was fuming at this point. "Oh, did I hit a sore spot?" he chuckled and looked over to his teammates, who were all laughing with him, before they went deathly silent. Confused, Cardin turned around, only to see the girl pressing her sword to his throat.

"If I see you picking on her, or ANYONE again, I'll make sure that your team will have to pick up whatever is left of you when I'm done," she threatened, her sword glowing as the fire dust heated the blade. He held his breath as he felt the sharpness of the blade slowly but surely pressing against his aura, although he still felt the intense heat. "Do I make myself clear?"

"That's enough!" shouted Glynda, but Marie didn't budge, and to Cardin to his credit didn't show any signs of fear. "Marie, put down your weapon this instant!" Hesitantly, she complied, leaving a nasty burn mark on Cardin's throat. "Young lady, you and Cardin go to the headmaster's office, NOW!"

"Wow, that escalated quickly," noted Jaune, a few people at the table agreeing with him.

"Yea, that really got out of hand fast," added Ren.

"Um, I got to go see what's going to happen to Marie," Naruto said. "This was fun though, we should definitely do this again. Not Marie almost killing somebody, but the whole eating thing and talking and stuff."

"We understood what you meant," Weiss said a bit annoyed.

"Anyway, I'll see you guys around," said Naruto. "Come on guys." The rest of his team got up and followed him out.

"Any idea why she reacted like that?" asked Yang.

"Maybe she hates bullies," suggested Blake. She doubted that Velvet being a Faunus was the sole reason Marie came to her defense, but kept that to herself.

"I can't stand people like him," said Pyrrha.

"He's not the only one," mentioned Blake.

"It must be hard to be a Faunus," sighed Yang, resting her elbows on the table.

"I wonder what's going to happen to Whiskers' leader," noted Nora.

"Do we all just call him Whiskers?" asked Ruby. "When did that become a thing?"

"General Pillows didn't stick," said Yang. "Whiskers just rolls off the tongue better."

"They seemed like nice people, even if that greenish girl didn't say much," offered Jaune.

"Why is she green? Do you think she's sick?" asked Ruby. "She didn't look like that in the forest, did she Weiss?"

"How am I supposed to know? We saw her for like two seconds," she replied a bit irritated.

"What's wrong with you, ice queen?" asked Yang, surprised at her shorter than normal temper

"You guys didn't notice the way that Faunus boy was looking at me?" she asked. "He was glaring daggers the entire time!"

"I think you're imagining things," Blake replied, although she did notice it a few times.

"I'm not imagining anything!" she argued. "And why was that other girl just sitting quiet the entire time? They must be hiding something."

"All of this because you think that Kohl has something against you?" asked Blake. "Not every Faunus is out to get you."

"What would you know?!" Wiess finally snapped, storming off.

"I think you might have hit a nerve," interjected Pyrrha, chuckling nervously.

"I'll go talk to her," said Ruby, quickly chasing after her partner.

* * *

Ozpin's Office

* * *

"Care to explain why you two are here?" asked Ozpin, looking at the two students Glynda had brought.

"She pulled her sword on me, and basically branded me!" accused Cardin, pointing to his neck.

"He deserved it," Marie answered back bitterly. "Why don't you tell him _why_ I pulled my sword on you?" Cardin was caught off guard at her lack of defense.

"You just walked up to me and started making threats!" he lied. "I was minding my own business." Marie looked at him with a piercing glare, but he didn't falter.

"Miss Rojas, your side of the story?" Ozpin asked politely.

"I was eating lunch with my team and both team JNPR and RWBY, when I saw him picking on a Faunus girl," she answered. "At first it was just verbal teasing, so I walked over to confront him, but then he started pulling on her ears, even after she asked him to stop. The girl made no move to defend herself, so I stepped in. And I _will_ do it again if I see him bullying anybody else." Ozpin frowned at her lack of tact, but understood her feelings after having read her file more thoroughly. He had to show her that they were both wrong.

"Is this true Mr. Winchester?" asked Ozpin. Cardin scowled, but nodded. "Very well, then here is what I'm going to do. Cardin, you are to write a written apology to that Faunus girl you were picking on, and should you ever be caught doing so again, I will put you on probation. A third time will earn you an expulsion," he said, leaving no room for argument. "As for you, Marie, even if you meant well, I cannot allow you to draw your weapon on another student. You will lose your weapon carrying privileges unless you are on the field or combat class until I deem fit. As another precaution, all of your dust will be confiscated, and you will not be allowed to have any on your person, dorm or locker, barring the exceptions I mentioned earlier. You are both the leaders of your teams, and if this is the best example you can display, I will be forced to strip you of your leader position, and reassign it to somebody else."

"But sir!" began Cardin.

"Nothing you can say will negate your past actions," interrupted Ozpin. "You are both dismissed." The two students shot each other a glare, and Glynda escorted them back down the elevator, to ensure they didn't kill each other. Once they arrived on the ground level, Team MNKM was waiting for Marie, whereas Cardin's team was nowhere to be seen. Glynda gave them a disapproving look.

"Shouldn't you three be in class?" she asked the students.

"Marie is in charge of our schedule," replied Naruto. "If she's not with us, we don't know where to go." Glynda pinched the bridge of her nose, and turned back towards the elevator.

"Children, get back to class," she uttered, as the doors closed behind her.

"You better watch yourself," threatened Marie, as Cardin walked away. "I don't need a sword to put you six feet under."

"Calm down!" placated Kohl, standing in front of his angry leader. "He's not worth it. Why did you overreact like that?"

"Overreact?!" she shouted. "How could you all sit around doing nothing?!"

"Marie, there are bullies at every school," reasoned Kohl. "Being a discriminatory jerk isn't exclusive to that guy."

"You don't get it," she cried, her voice cracking with emotion. "It's assholes like Cardin that are the reason Lilac is gone!"

"Who?" asked Midnight, concerned for her leader.

"She was my best friend," Marie replied, holding back tears. She seemed to be getting more sad than angry. "She was a Faunus who I grew up with. She got bullied by people like Cardin every day, and she couldn't take it anymore, so she joined the White Fang." Her team's eyes widened. "She joined so she wouldn't be discriminated against, but she ended up dying on a mission to rob a dust shop after the new leader changed their tactics." Kohl and Midnight put their hands on her shoulder to comfort her as she slowly began to break down, but Naruto was battling his instincts. This sadness rolling off of Marie was exciting the Kyuubi's chakra, and he could feel it flare out. He fought it as best he could, but he couldn't be around this much longer.

"I'm sorry," Naruto said in a strained voice, as he ran off. He didn't have a location set in mind, but he had to get away from the negativity, and running away made him angry at himself. How could he abandon his teammate when she obviously needed somebody there? He knew what it was like to have nobody to turn to, even if she had Kohl and Midnight. He was trapped in a vicious cycle. He could be consumed by his teammate's sadness, or his own anger. A few minutes later, he found himself in the courtyard in front of the school, trying to rein in his emotions. He needed to tell them about the Kyuubi, but how would he bring it up? Now would be an opportune time, but Marie might take it as a flimsy excuse. Sighing to himself, he knew that he messed up. As sad as she was, he seemed to be especially sensitive to it ever since arriving to Beacon the second time. Thinking back to himself, he realized that the first three months he spent at Beacon, he didn't have this problem. What had changed after that to cause this? Was it because of all the students? Or did it run on a more personal level? Before he could dwell any further, he was greeted by a familiar voice.

"Hey, you're early!" called out Yang. Naruto turned to her, and gave her a solemn smile. "What's wrong ,Whiskers? You're not backing out, are you?"

"I think I might have to," he admitted. "Something has come up."

"Anything to do with your leader trying to behead Cardin?" joked Yang. Naruto nodded a little, surprising Yang. "Yikes, shouldn't you be over with her then?"

"I want to be," he replied. "But I can't."

"Why not?" she asked.

"It's…complicated," he answered lamely.

"Uh huh… well, as much as I would like to just fight, I'll hear you out if that'll help. It's no fun when your opponent isn't a hundred percent invested, you know?"

"I just don't know what to do," he admitted. "Either way, I lose."

"What do you mean by that?" she asked, plopping down beside him. "How do you lose?"

"Imagine that you couldn't allow yourself to be around negativity," explained Naruto. "Yours, or somebody else's. If you were, you'd go crazy. What would you do when your friend needs you? Let their pain hurt you, or let your own anger and guilt hurt you?"

"I'd be there for them," she replied, not missing a beat. "If I'm going to go crazy either way, I'd rather use whatever sanity I had left to make them feel better. The answer is pretty obvious."

"I guess it seems that way from an outside perspective," he agreed. "It just feels so… suffocating."

"Are you telling me you're the human… or umm, Faunus equivalent of a mood ring?"

"I'm not a Faunus," he laughed, "but that actually sums it up quite nicely."

"You could have fooled me, Whiskers," she said with a laugh. "So are we sparring tonight, or are you going to go fix your mistake?"

"I need to go apologize," he said apologetically. "Rain check?"

"Whenever you're ready," she said with a smile. "And don't be a stranger, ok?"

"Thanks Yang," smiled Naruto. "I'll contact you from this weird scroll thing when this all blows over, and we'll get to that spar," he promised. Yang grinned at the idea, and they parted ways.

* * *

MNKM Dorm

* * *

"So, care to explain why you ran off like that?" asked Kohl, standing outside the door to their room.

"I will," he replied. "It's just really hard to explain."

"Well, Marie doesn't seem too mad, but I've never been good at reading what a woman is thinking. For all I know, she could be imagining castrating you."

"Did you have to put that image in my head?" asked Naruto, paling a bit.

"Yea, she asked me to," he admitted. "Sorry. Let's go on in now." The two males knocked on the door, and Marie answered.

"Hey, _partner_ ," she said with a sarcastic tone. "Nice to see you again."

"I'm really sorry," he began. "I can explain."

"I'm all ears," she shouted, gesturing him to take a seat. She crossed her arms, and tapped her foot impatiently.

"Alright, before I start, I want you all to listen, not just you," he requested. The other two teammates gathered round, and listened, a curious look on their face. "Do you remember back in the Emerald Forest when I tracked down Mindy and Kohl?"

"Yea, what does that have to do with anything?" asked Marie.

"Well, I have this ability to sense negative emotions," he explained. "It lets me know when somebody is feeling sad, angry, panicked and all other sorts of unpleasant things. I don't really use it often, but it's sort of a passive ability, and if an emotion is strong enough, I feel that emotion too."

"You didn't want to be sad earlier, so you ditched our leader?" asked Kohl. "Nice, very nice."

"No! Let me finish! I grew up with this, mostly feeling other people's anger and hate. Well, what these emotions do is fuel another _ability_ I have that makes me go into a frenzy." He got strange looks. "As in I can't control it, and will go on a destructive rampage wherever I am. Marie, I felt every ounce of sorrow you have bottled up, and I can't afford use that other ability of mine, especially at school."

"Why not? Can't you just calm back down?" she asked, although her tone was considerably nicer.

"It's not that simple," he sighed. "I've tried for years to get it down, and I thought I was making strides in controlling it, but I recently found out that if I keep using it, I'll die. Even if I don't I already have a time limit."

"You'll die?" asked Midnight, a knot tying in her stomach. Naruto nodded solemnly.

"What do you mean you have a time limit?" asked Marie, now concerned for her partner.

"I think I only have two years, before… well, the end of the world," he answered. "I'll go into a rage that nobody can stop, dying in the process, and Remnant will cease to exist."

"You had me going," chuckled Kohl. "This is the best you came up with? You ran away from Marie's little moment of weakness because you'll die and bring the apocalypse?"

"I'm not kidding," shouted Naruto, although he realized how insane it must sound.

"Isn't that a little too elaborate though?" he asked. "You could have just said you didn't like to see girls cry. I mean if there was anything that dangerous, I'm sure somebody would have heard about it."

"Stop it Kohl," chided Marie. "Naruto, if what you're saying is true, how can you prove it?"

"Prove it?" asked Naruto. "You want me to prove it? Are you insane?"

"Not as insane as you're sounding right now," she argued back. "Seriously, even if it's something little." Naruto had backed himself into a corner.

"If I could prove something else just as crazy, will you believe me on this?" he asked.

"Sure, but what could be crazier than that?" she laughed sarcastically.

"I can walk on any surface and make solid clones of myself," he said without a hint of humor in his voice.

"Dude, is this what you came up with?" asked Kohl, still not believing the blond. Naruto sighed, and crossed his fingers in front of him. Wordlessly, a cloud of smoke filled the room, and when it cleared, were five addition Narutos, each standing on each wall and ceiling. "What the hell?!"

"I told you," Naruto replied dryly. He then turned to Marie, who was poking one of his clones.

"It really is solid," she whispered.

"Yea, now can you stop poking me?" asked the clone. "You're getting kind of close."

"It can talk too?" asked Marie.

"It can do pretty much everything I can," informed Naruto. "Now do you believe me?" Marie nodded, as she continued to inspect the clones.

"Why didn't you use these in the Emerald Forest?" asked Midnight, also poking a clone on the wall.

"If I use my techniques too much, I'll end up using my second charka, which will weaken the seal faster."

"Wait, what's chakra, and what seal?" asked Marie, now even further confused. "Dude, what are you?" Naruto opened his mouth to come up with another elaborate excuse, but he realized he couldn't lie to his team anymore.

"I'm not from here," he said finally. "I'm not from Vale, or Remnant or any other place."

"What are you talking about?" asked Midnight. "Where are you from?"

"From what Oobleck has told me, I'm from another world, a parallel dimension or something." He couldn't look at his team's gaze. "I woke up in Vale, and Ozpin found me four months ago. I don't participate in combat class because I don't have an aura to gauge, or a semblance. These clones I created are made from another energy from my world, call chakra. As for the seal…" he lifted his shirt, revealing his stomach. He put his hand over it and black markings appeared. " _This_ is the seal. If it gets too weak, I'll die, and so will everybody else."

"Aren't you just a ball of sunshine?" asked Kohl sarcastically. "I believe you now… but this is just a lot to take in."

"I agree," added Marie. "Is there anything we can do to help you?"

"Help? Unless you guys are seal masters, then no, " he said solemnly. "But I already talked to Ozpin, and we're working on a solution, so don't worry about it guys," he chuckled weakly. "I just need to limit my output."

"Naruto, you can't tell us that you'll bring the end of the world if you are too close to somebody having a bad day and then tell us not to worry about it," Kohl nearly shouted. He took a few breaths to calm himself down, and looked at Naruto in the eye. "Look, from the sounds of things, you're alone, which is something I can relate to. I lost all the important people in my life a long time ago, and seeing that you have too, we just have to stick together from now on."

"Wh-what?" asked Naruto, a bit confused.

"Yea!" agreed Marie. "I'm your partner, and as your partner, I'm going to have your back through thick and thin, even if that means that you have a ticking time bomb for the apocalypse. Besides acting all gloomy is Kohl's job, it doesn't suit you."

"I'm not gloomy!" cried Kohl indignantly.

"Guys," began Naruto, but he couldn't think of the right words to say.

"I want to help you all too…" added Midnight, although a bit hesitantly. "I can't do much… but you're the first friend I made here at Beacon." Naruto just nodded dumbly, as he felt something he hadn't really felt before.

Acceptance from his peers.

"Thanks guys," Naruto said after a few moments of silence. He couldn't help but smile at his friends, and got his scroll out.

"What are you doing?" asked Kohl.

"I'm calling Yang," he said, rubbing one of his eyes. "I need to punch something to feel manly again."

"At this hour?" asked Marie, chuckling at Naruto's strange course of action. Yang's voice was heard on from Naruto's scroll.

"This better not be a booty call," she joked.

"If that's code for let's fight, then yes it is," replied Naruto, unsure what a 'booty call' was.

"You want to spar now?" she asked with a yawn. "Can't it wait until morning?"

"Don't we have that field trip for Professor Peach's class tomorrow?" asked Naruto.

"Oh shoot, you're right," she sighed. Naruto heard somebody yelling at her in the background. "Well, let's spar at Forever Falls, Weiss is complaining about trying to sleep. I'll see you tomorrow, Whiskers."

"But I need to punch something now!" he whined as she hung up. "Damnit. Kohl, get over here,"

"Hell no!" he shouted, but Naruto started chasing him around the room.

"DAMNIT, KOHL! MAKE ME FEEL LIKE A MAN!"

"Stop saying crap like that!" shouted back the Faunus, hopping from one bed to the other.

"I need you!" insisted Naruto, lunging at his teammate.

"Stop saying that!"

"It'll only hurt a little! I'll be gentle!"

"GODDAMNIT!"

"Boys, keep it down, I'm trying to sleep," said Marie, although she was sporting a small blush underneath the covers. 'Damn you Naruto,' she thought, trying to will away the images he was putting in her head.

Midnight found herself smiling, and for once, didn't cover her mouth. Watching the two rowdy boys wasn't something she was used to, but it brought a strange feeling of happiness knowing that they were comfortable with her around, even if she was still forced to use suppressants. A few minutes passed, and Naruto had ceased chasing the feathery haired Faunus, who had collapse in a heap.

"You need to work on endurance," he told the heaving boy. "If I really wanted to, I could chase you around for hours on end."

"Shut up," Kohl panted between breaths, although he couldn't stop himself from smiling. Although he would not admit it out loud, he was more than satisfied with his team.

* * *

 **A/N**

 **I have to admit, writing this chapter was difficult. I have five other versions of it, but this one was the one I was finally happy with. We are approaching the end of Volume One, with only a few episodes left. Forever Falls part one and two will be coming soon.**

 **~LVR6**


	4. Forever Fall Fiasco

Forever Fall Fiasco

* * *

"Yes students, the Forest of Forever Fall is indeed beautiful, but we are not here to sight-see," lectured Glynda, leading the teams through a thick and red forest. She was carrying a large briefcase that seemed very cumbersome, but she refused to allow anybody to carry it. "Professor Peaches asked all of you to collect samples from the trees deep inside this forest, and I'm here to make sure none of you die while doing so."

"Isn't she just a ball of sunshine?" muttered Kohl, earning him a look from the strict Professor. "…sorry…"

"As I was saying," she continued. "Each of you is to gather one jar's worth of red sap. However, this forest is full of the creatures of Grimm, so be sure to stay with your teammates. We will rendezvous back here at four o'clock. Have fun!" Naruto walked over to Yang almost immediately, and began to bug her.

"Ok, we're here, let's get this over with!" he urged, getting the attention of one of Yang's teammates.

"What? Not now, Glynda's still here!" she whispered, checking to see if the Huntress had heard them. "What if she sees?"

"Don't worry, I'll finish you off quick," he promised with a smile.

"I think you're overestimating yourself, Whiskers," she said with a look of disbelief.

"Come on!" he whined. "You can't do this to me! You made left me hanging all night! I had to take out my urges on Kohl over there, and he didn't even want to."

"WHAT is wrong with you?!" shouted Weiss, having heard enough. "How can you be talking about such a thing so… so casually? Don't you two have any decency?"

"What are you talking about?" asked Naruto confused.

"Yea Weiss, what's up with you?" Weiss looked at her teammate in disbelief.

"What exactly _are_ you two talking about?" she questioned.

"Sparring," they said in unison. Weiss had the decency to look embarrassed, and just walked away from the two clueless blonds. They spoke together a second time. "That was weird."

"Hey Yang, we need to collect the sap," called out Blake, walking over to her partner. "Oh, hey Naruto."

"His name is Whiskers," corrected Yang.

"What? No it's not!" he cried

"Shouldn't you be out helping your team?" asked Blake, looking at the two with an amused smirk.

"I am helping them," he replied. "Shouldn't _you_ be helping your team?"

"That's why I'm here," she replied a bit confused. "Yang's a part of _my_ team." Naruto seemed a little miffed, and sighed.

"Alright, fine, we'll fight later," whined Naruto. Yang walked with her teammate, and waved apologetically to him. Naruto walked back over to his team, only to find that they were all sitting around while his clone did all the work.

"Really guys?" he asked. Marie looked up from her book.

"Wow, you were right Mindy," she said. "This one really was a clone."

"How'd you figure that out?" asked Naruto. Midnight just shrugged shyly. Naruto then took a seat next to Marie, leaning on a tree. "Alright, I guess it's break time, then." He saw his clone walk over to him, and he narrowed his eyes at him. "Not you… you get back to work."

"Aww…" his clone whined, before turning back to the tree and began to wait for the sap to flow.

"Aren't you being a little harsh to him?" asked Marie with a raised eyebrow.

"You're the ones who put him to do everything in the first place!" he argued, getting himself comfortable.

"I guess you're right," she admitted, going back to her book.

"What are you reading?" he asked.

"She's reading some horror stories from Vacuo," informed Kohl. "She was trying to tell us ghost stories while you were gone, but I heard them all before and Midnight doesn't get scared, so I gave her that so she could shut up."

"Why were you carrying that around?" asked Naruto, looking over Marie's shoulder, only to be reminded of his lack of literacy.

"It belonged to a close friend of mine," he replied. "It's kind of like a good luck charm."

"I didn't think you'd believe in such a thing," replied Marie. Kohl just shrugged it off, but Naruto nodded.

"I have something like that too," he replied, grabbing his own book. It was the only thing he had left from Jiraiya, and he treasured it more than anything he brought to Remnant. "It's about a ninja who wants to change the world." He looked at the cover, with a sad smile.

"Can I see it?" Kohl asked, reaching his hand out. Naruto handed him the simple looking book, and Kohl looked at it confused. "What is this writing?"

"Oh, right, I never told you guys," laughed Naruto. "Back home, we had a different language. Oobleck said that it shared a lot of similarities with some ancient languages here, but they aren't really related."

"Didn't you say you have only been around Remnant less than five months?" asked Marie. "How'd you pick up our language?"

"Oobleck and clones," he replied simply. The answer didn't seem to satisfy anybody, but they figured asking more will leave them further confused. Kohl handed him back the book, which he placed back into his pouch.

"Hey, what page is the Cerulean Banshee?" asked Marie. "She's on the cover, but I don't see her in this book."

"Oh, that chapter is missing," replied Kohl. "It was from a used book store, so it tends to happen."

"Aw, that's my favorite story!" whined their team leader.

"What's it about?" asked Naruto. Marie grew a smile that rivaled his whenever he came up with something mischievous.

"Get yourself comfortable, because this one is a classic," she declared. Popping to her feet, she began to pace back and forth before she stopped and began the story. "All right, so legend has it that the Cerulean Banshee was a Huntress from Vacuo who was the best in her class, hell, some would argue that she was the best they've ever had. She broke records and was just scarily efficient on the battlefield, and people thought she was invincible. She could kill a hundred Grimm using her Semblance only once. She didn't have a team because they would only get in her way out on the field," she said excitedly, waving the book around for effect. "When other students were asked to spar with her, they would forfeit the match before it even began."

"That's cool," Naruto interrupted, "But why do they caller the Cerulean Banshee?"

"I was getting to that part," she hushed. "Well, one day, she went on a routine Grimm extermination mission, after having a fight with her boy toy, right? Well, it was only supposed to be for a few weeks, but she never came back. She was never seen or heard from again, and her scroll was found where her last mission was… the outskirts of Vacuo, in some no-name village. Well, the scroll was brought back to Haven Academy in Mistral since her lover, have moved there to become a teacher, and had become a renowned scientist. So he gets the scroll, right, starts looking through it for any clues as to where she might be, when he suddenly got a call on it, no identification."

"Yea?" asked Naruto, now a bit on edge. "What happened next?"

"He answers it, and he hears a fight going on in the background. The screen doesn't show anything at first, but he starts to notice a dim blue light. As it gets brighter, he has trouble breathing, and then it showed her," she said pointing to the cover of the book. "The Cerulean Banshee. She screamed so loud, that he the fright had made him lose his sanity."

"That's… not so scary," said Naruto, although he was a trembling, albeit it was hardly noticeable. As all attention was on him, nobody noticed Midnight disappear into the forest.

"I wasn't finished," she replied with a knowing smirk. "It turns out that the scientist was having an affair, and he was already married. They say that he had spent the rest of his life trying to bring the Huntress back to life obsessing over her, despite having his own wife and child. He was being haunted by the girl he blamed himself for dying. Everywhere he turned, he would see her in the shadows, and when he slept, he could feel her lying next to him. On some particularly cold days, he could feel her breathing down his neck. Then, one day, he sees her in the face of his wife, and he kills her in a panic. The entire time, his daughter watched, seeing her insane father rip apart her mother." Naruto froze in anticipation, not noticing Kohl start to get up from his seat. "So the scientist breaks down crying, _begging_ his daughter for forgiveness. At first, she hesitates, but in the end, she runs to hug her father. He cries in relief, and she whispers something in his ear. Something that made the blood in his veins run cold."

"What does she say?" asked Naruto, completely invested in the story. Kohl had walked behind Naruto, and got ready.

"She whispers, ever so quietly," Marie dragged on, Kohl leaning right by his ear.

"GOTCHA!" Kohl shouted in Naruto's ear. What came next was a scream that could only be rivaled by Jaune's in the Emerald Forest. What felt like hours to Naruto, but was only a few minutes, he was subjected to being the focal point of laughter from Kohl and Marie. He stood with his eye twitching, until they finally began to quiet down.

"I'm glad that I could entertain you all," he said sarcastically.

"You're face," wheezed Marie between laughs. "I've never seen anything like that before!"

"Yea man, I didn't know you were afraid of ghosts," chuckled Kohl. When Naruto didn't deny it, he looked at him analytically. "Wait, are you honestly afraid of ghost?"

"I just don't like things I can't hit," he replied with a grumble, "and they're just creepy as hell…"

"You know we're going to use that against you, right?" asked Kohl with a smirk. Naruto sent him a glare laced with killing intent that sent shivers down his spine. "Or not… jeez." Just then, some rustling was heard from the bushes, revealing Pyrrha, Ruby and Weiss.

"What happened?" asked Pyrrha, looking alarmed. "Were you three attacked?"

"Nothing happened!" defended Naruto too quickly, earning confused looks form the three girls. "Wait, did you say three? Damnit Kohl, I wasn't kidding!" he shouted, turning around, only to see him standing where he was and Marie still recovering from her laughter. "Wait, where's Mindy?"

"Who's Mindy?" asked Ruby.

"Midnight," corrected Marie, her tone now serious. "It's her nickname." She looked over to where Midnight was last standing, but there was no trace of her.

"I'll go find her," volunteered Kohl. "You two stay here in case she comes back."

"Ahem, I believe I'm the leader," Marie replied indignantly. "Besides, Naruto is the one who can track her best, right Whiskers?"

"Don't call me that," he growled. "But yes, I can find her."

"Let us come with you," insisted Pyrrha. "You might run into some Grimm out there, and you might need backup." Naruto made to protest, but Marie interrupted.

"That's a good idea," she said. "I'm sure with you three, Naruto and Midnight won't have anything to worry about. Kohl and I will search for her somewhere else."

"Marie, I can handle-" started Naruto.

"Naruto, you still don't have a weapon, and those three are really strong. Haven't you seen them in our combat class?" she pointed out. Naruto begrudgingly agreed, and allowed the three girls to follow him. Kohl looked at her questioningly. "What's that look for?"

"Why did you have three people from other teams go with him? He can handle himself fine," Kohl pointed out.

"Would you rather have them help us?" she asked. "I don't mind them, but you seem to have a problem with that Weiss girl."

"I'm not the only one," he muttered. "Her whole family hates my kind, so excuse me if I'm a bit hesitant to make friends with her."

"I would say to give her a chance," began Marie, eliciting a glare from Kohl, "but I have no idea what you must feel. And she's kind of stuck up from what I heard." Kohl's expression softened a little. "Look, I know the four of us haven't known each other for very long, but I feel this might be the closest thing any of will come to being part of a family."

"Family?" asked Kohl.

"Yea," she replied with a shrug. "We watch each other's backs, we mess with each other, and even live in the same dorm. That's pretty much all we had in the orphanage."

"It's pretty close," replied Kohl. Marie might be putting a strong front, but Kohl saw right through it. She wasn't as nonchalant about it as she was trying to appear. "I grew up with an older brother, and what Naruto and I do to each other is pretty much what I used to do with him."

"You have a brother?" asked Marie. This was news to her, as Kohl was pretty tight lipped about where he came from.

"Had," he corrected. "Our family lived in a little village where our only career in life was to mine Dust, for the Schnee Dust Company. Faunus like us took what we could, and that was what we were given. When we had a few Grimm attack, none of us knew how to fight, so a lot of us died before the Atlesian Knights showed up." Kohl walked over to Marie and put his hand on her shoulder. "I don't know why I'm telling you this now, but the point I'm trying to get across is I feel the same way… just never really said it out loud before. Never been one for sappy emotions," he said with a shrug.

"I'm not sappy," she said with a pout, but her eyes were smiling at him.

"Yea, yea," he brushed off. "Just don't expect us to sit around a campfire and sing 'Kumbaya', alright?" Marie punched him in the arm.

"Gosh, shut up! You totally ruined the moment," she whined.

"It's what I do," he replied with a smirk. "I don't do the whole 'emotions' thing." Marie just palmed her face. She didn't really think he would be so apathetic all the time, but apparently that was really how he was. "So did you really send the Schnee away because of me?"

"Of course," replied Marie. "I saw you glaring daggers at her at lunch the other day. I was going to ask you about it, but other things got in the way."

"Like you trying to kill Cardin?"

"Yes, and I'd do it again," she said firmly. The two continued to search in a comfortable silence.

* * *

Naruto felt awkward as the three girls who clearly already knew each other followed behind him. Pyrrha was relatively normal and polite, whereas Weiss was somewhat hard to approach, and finally Ruby… well, she was interrogating him at the moment.

"When your leader said you _still_ didn't have a weapon, does that mean you're going to make one? What did you have in mind? I don't think I've ever seen you fight, so would it be something you will learn to use, or something you already know? Ooh! What _do_ you know how to use? I use Crescent Rose, she's a high caliber collapsible sniper scythe, but I've been told I went overboard in designing her," she rambled, as Naruto couldn't find an opening to answer any of her questions. "I've always had a thing for weapons, and Yang keeps telling me that I need to –"

"You dolt! Let him talk!" snapped Weiss. "You've been talking nonstop for the last ten minutes." Ruby looked at Naruto bashfully, and apologized.

"It's alright," replied Naruto with a gentle smile. "I'm actually just hoping Mindy is OK. I'm just a little worried about her." The hooded girl nodded in understanding, before an idea popped in her head.

"I'm pretty fast, if we split up, we can cover more ground!"

"How would we get to you if you are attacked?" asked Weiss with her hands on her hips.

"I'm sure I could keep up," Naruto interrupted. "We can form two groups of two."

"Why don't you just call her on her scroll?" asked Pyrrha.

"Our team doesn't have any," replied Naruto with a sheepish smile. "Little prank gone wrong, and all our electronic equipment is getting fixed."

"What did you do?!" asked Weiss and Ruby, with varying tones. The former was accusatory and the latter was child-like curiosity. Naruto just ignored the questions, and began to look around, before turning to Pyrrha.

"Alright so ice queen and you can go look that way, little red and I will look this way." He had already found the direction of where his teammate might be, but he didn't want to overwhelm Midnight with so many people.

"Ok," Pyrrha replied with a well-mannered smile. Weiss narrowed her eyes at what he called her, before they disappeared behind a tree.

"Sooo~" sang Ruby, walking beside him. "Race you there?"

"No, that won't be necessary," replied Naruto. Ruby visibly deflated. "We can race another time."

"Really!" she asked with stars in her eyes. The claim that he could keep up with her Speed Semblance really made her want to test herself.

"Sure, just after I spar with your sister," he added. He really wanted to fight Yang. Before Ruby could ask why, Naruto heard a soft voice. "Shh," shushed Naruto, as Ruby opened her mouth. "She's over there. I'm going to go over, you stay hidden. Mindy… doesn't do well with new people." Ruby nodded, and allowed Naruto to approach the muttering girl.

"Get out," Midnight she said to herself barely above a whisper.

"Hey, Mindy," called Naruto. The introverted girl was kneeling with her hands covering her head. "What's going on? After Marie finished the story, you were gone. Did you get scared too?" he asked with a nervous laugh. The girl in front of him was definitely Midnight, but his instincts felt something off about her.

"It's mine…" she whispered again, not even acknowledging Naruto. "You can't take it…" Naruto pushed his uneasiness away and walked up to the girl and grabbed her arm gently.

"Let's get back, it's dangerous out here," he insisted. As he tugged on her arm, her head snapped back to his, and the quiet panic in her eyes were begging for help. Naruto could feel the waves of emotion rolling off the pale girl, but he ignored it for the sake of his friend. Yang was right, if he was going to experience it anyway, might as well help somebody. "Calm down, it's alright."

"I'm sorry," she said to him. "I'm trying to control it… but I can't…" Naruto looked at her confused, but noticed the faint glowing of her skin. She was holding back her aura. He tried to help her to her feet, but she tried to break free from his grasp. "LET GO!" she shouted, a loud shock wave sending the blond flying back into a tree. Her eyes widened and she looked at her hands. They were bright green now, shining eerily.

"Whiskers!" shouted Ruby. "Er, I mean, Naruto!"

"I'm fine," assured Naruto, waving the girl off.

"You're turning red!" exclaimed Ruby. Naruto got to his feet and looked at Ruby.

"What?" he asked, before he noticed the clear red veil beginning to form. "Not now! Ruby, go find Goodwitch, and bring her here, now!" Ruby hesitated in a moment of concern, but then burst into petals that trailed behind her. He looked over to Midnight who was frozen in fear, and guilt. "Mindy, we talked about this," he assured. "It's not going to come out now, but I need you to calm down."

"N-Naruto…" she whispered again. "I'm so sorry!"

"Accidents happen," he said with a pained smile. He was visibly straining himself to dissipate the red chakra, which was receding _very_ slowly. "Look, I couldn't control this, and I still can't but I'm learning. I'm sure you can too, just try, ok?" He failed to mention that her negative emotions were making his chakra extremely hard to control, but Midnight didn't need to hear that right now.

"I can't!' she insisted. "I've never been able to!" She began to look for something in her pockets, and eventually pulled out a small white bottle. With shaking hands, she opened it, but dropped the contents.

"What is that?" asked Naruto, taking labored breaths.

"Aura suppressants," she answered in a panic, picking up the individual pills. After she had picked up a decent fistful and took them all.

"Whoa! Mindy," shouted Naruto, "that's too many! You're going to hurt yourself!"

"They won't kill me," she replied with tone that spoke from experience, "and they'll work faster this way." It was clearly visible that the pills were draining the girl of her energy within moments, and soon she collapsed. Naruto tried to come closer to the girl, but his limps weren't cooperating. A few minutes of feeling helpless made Naruto angry, which only made it harder to control his chakra.

" **DAMNIT**!" he roared. His skin was beginning to burn off, as he could feel what he estimated was three more tails of chakra sprout behind him.

"Naruto!" shouted Glynda, her eyes widening at the sight of the blond. Ruby had returned with her, and watched in horror, as Naruto seemed to be burning alive. Glynda wasted no more time, and opened the briefcase and extracted a strange weapon that had two barrels and a glass chamber. Even Ruby was baffled as to what that could do, but remained quiet. As Glynda flipped a few switches, the gun began to hum, and from the first barrel a bright white light engulfed Naruto, making him howl in pain. It seemed to be drawing the red away from his skin, and the second barrel began to draw the chakra into it. Ruby watched in awe as she witnessed what she thought was Glynda draining Naruto's aura. It began a deep crimson red, but slowly began to change into purple, then finally a soft blue. Once Glynda saw his chakra had reverted to its original color, she shut the machine off, the glass chamber now glowing a deep red.

"What's going on?" asked Ruby, as Naruto collapsed on the ground, not unlike his teammate.

"You will speak of this to no one," ordered Glynda. "Help the girl up, we're done with this field trip." Ruby obeyed immediately, and walked over to Midnight, unsure of what just happened.

* * *

Ozpin's Office.

* * *

In front of the green suited man stood Glynda, Ruby, Kohl and Marie, the latter three, confused.

"So… what exactly happened?" asked Ozpin, turning to Glynda. He wasn't informed of the events that transpired, but was given a rough idea of what had occurred.

"Naruto's… issue… emerged in Forever Fall and Midnight seems to be unconscious, although we were not able to determine why," answered Glynda. "Ruby witnessed a little more than I did, and Naruto's teammates were brought in for questioning."

"Questioning?" asked Marie. "What did we do?"

"Not that kind of questioning," replied Ozpin. "Let's start with Ruby. What did you see?"

"Well, Pyrrha, Weiss and I heard a scream, so we came running, thinking it was a Grimm, but it turns out that Naruto just got scared, an-and then they were looking for their teammate, so Whiskers, I mean Naruto and I went to find her together, and then he told me to stay back, and then there was a loud scream!" she recounted rapidly. "After that Naruto was turning red, and I think Midnight was glowing green at one point… th-then I went to get Ms. Goodwitch, and she shot Naruto with that weird cannon thing, and she took all his aura and I'm really confused!" Ozpin nodded, and turned to the remaining half of team MNKM, who couldn't keep up with her ramble.

"You two are aware of your teammates… condition," he said cryptically, as Ruby wasn't in the loop. "What of Midnight, has she told you either of you two anything?"

"Nothing that would lead us to believe she would run off like that, sir," replied Marie. "She's always been the quiet one, so she never really says much. I should have been keeping a closer eye on her."

"I see," hummed the headmaster. The elevator dinged, and a weary, but smiling Naruto stepped out.

"Sorry about that, guys," he laughed nervously, a slight limp to his steps. "I didn't mean to scare anybody."

"You idiot! Why aren't you in the hospital wing recovering?" asked Marie, more concerned than angry.

"I don't like hospitals," he replied with a shiver, "spent way too much of my childhood in them."

"Well, that was… dark…" Ruby whispered to herself. Naruto then turned to the young leader.

"Ruby! You're ok!" he said relieved.

"I'm fine," she laughed nervously. She didn't have anybody she was comfortable with her, but Naruto was easy enough to talk to. "I was more worried about you. What happened out there?"

"That's a matter that he will disclose at his own discretion," replied Ozpin, "Right now, however, we are more concerned with Midnight's condition. Naruto, perhaps you can shed some light?"

"I doubt it," he answered honestly. "All I know is that she was talking to herself in the forest, and took a hand full of Aura Suppressants that knocked her out. She wasn't making any sense, but she did scream really loud and it sent me towards a tree."

"That must be her Semblance," Kohl muttered to himself. It would certainly explain why she covered her mouth when she laughed.

"Indeed," agreed Ozpin. "What is her condition, Glynda?" The blonde witch looked at her scroll, and navigated through some files.

"She's stable, but she her Aura isn't recovering," she reported. She turned over to Naruto. "Did you see how many she took?"

"She took a handful," he repeated. "Like a literal handful."

"That's insane!" shouted Marie. "Was she trying to kill herself?"

"No!" defended Naruto. "She told me that it wasn't enough to do that. She wouldn't do that!" The thought made Naruto's heart hurt.

"Unfortunately, we must wait until she awakes before we can get to the bottom of this," sighed Ozpin. "Team MNKM, you're dismissed as are you, Miss. Rose." The four students nodded and headed down to their dorms.

"So, um… do you still not have a weapon?" asked Ruby awkwardly in the elevator.

"Nope," replied Naruto. "I wouldn't really know where to start either."

"I-I can help you!" she offered quickly. Marie and Kohl looked at her eagerness with raised eyebrows.

"You'd do that?" asked Naruto. "That's be great! Thanks!" The elevator reached the ground floor, and Naruto let out a yawn, before being dragged by the red hooded speedster. "Whoa, we're doing this right now?" he asked, leaving his teammates behind.

"Why is everybody at Beacon…so... _weird_?" asked Kohl aloud.

"Probably something in the water here in Vale," replied Marie, equally confused.

"Remind me not to drink any…" he deadpanned. The two headed back to their dorm with a knot in their stomachs. "I hope Mindy's ok," Kohl muttered. Marie silently agreed.

* * *

"So…" began Naruto looking at the various weapon parts. "Where do we start?"

"What is your preferred fighting style?" asked Ruby, looking through a bin of metal bits.

"I like punching things," replied Naruto with a laugh. "And kicking occasionally."

"You're like Yang!" replied Ruby, before zipping off to another section. "What about fire power? Any preference for bullets?"

"I've usually leaned toward power," Naruto answered uncertainly, "but I use throwing stars and kunai, but that's as far as my weapon expertise goes."

"Keep talking!" shouted Ruby from behind a tower of crates. As he continued, he heard clinks and machinery being used.

"Um, ok, well, like I said, I'm a close quarter fighter. Never been one to sit back and take pot shots. Most of what I can do is really big scale, so maybe I want something that can tone that down a little? I don't want to destroy several city blocks every time I get serious. My affinity is wind- er, I mean, I want something sharp that can cut like the wind. I can't use Dust... i think... so I guess that's out I guess… Um, what else do you need to know?" he asked.

"Any design recommendations?" asked Ruby, popping her head from a shelf behind Naruto. He looked over to her and saw she had what appeared to be gunpowder or some kind of grease on her face.

"Yea, this!" he replied eagerly, taking out his forehead protector from his pouch and showing her a symbol of a spiral leaf from his tattered headband. He really should get it mended soon, he missed wearing it. "And make it orange if you can."

"You got it!" she chirped, her face disappearing. "I can make a prototype first, to see if you like it," she called out. "But this is just something I can put together from the stuff they have here. If you want something more durable or specially made, you're going to have to place in a work order. After that you can really have fun putting your personality into it, since everybody's weapon is special."

"That sounds cool," Naruto shouted back, looking for the speedy girl. His muscles were still sore, so any form of running was out of question. "When do you think we can take it for a test drive?"

"In a bit" Ruby answered. She hummed to herself.

"How long is that exactly?" asked Naruto confused. He looked over to see Ruby holding up some firing mechanisms of some sort.

"Yea, did you want something that covered your entire arm?"

"Up to my elbows would be plenty," replied Naruto, awestruck. Ruby had already put together what appeared to be an elaborate pair of arm bracers that had a single wrist mounted gun on the left one, and two on the right. They seemed to be made of a flexible enough material that would allow him to be comfortable moving them freely. The guns seemed to double as some sort of sword, if the blade attached to them was anything to go by.

"Sorry it's so basic," apologized Ruby, mistaking Naruto's blank expression as unimpressed. "I would try to add a sight to the guns, but they ran out of high powered scopes, and I put sniper rounds for the left one and buck shot on the right one, just so you can do something at long range in case-"

"Ruby, you're amazing," Naruto cut her off, still in awe. "You made that in like no time at all!" The girl blushed from the praise and in embarrassment.

"It's nothing," she replied shyly. "You can customize them with better parts if you fill out the form I mentioned, since the metal they have here is for testing and repairs," she added. Ruby handed Naruto the bracers, which he took gratefully, and sighed happily at her work. "So, what are you going to name them?"

"Name?" asked Naruto. "Oh, right, that's a thing here. I don't know, I guess I have to try them out first. Say… where is Yang? I still need to fight her."

"She's probably in our dorm," replied Ruby. "I'm sure that they're all tired from the field trip today."

"Can you tell her I want our spar to be tomorrow?" he requested.

"Yea, sure thing!" replied Ruby.

"Oh, and thanks for these, Ruby. You're hands down my favorite weapon smith now. Maybe I can actually do something when we make the real deal, instead of just looking for you." The girl's face flushed pink as she turned to leave, allowing Naruto to put on the bracers. "Hmm… these sword things are pretty cool…" he mused to himself, sliding one on. They weren't exactly uncomfortable, but he would definitely need to get used to them. He stretched out his arm and looked at the barrel at the end and realization hit him. "How do I make it shoot?"

* * *

 **A/N**

 **I was given suggestions as to what Naruto's weapon should be, and most people wanted gauntlets, which is fine, but I wanted to do something a bit different. As it was stated, these are prototypes, so his permanent weapon will appear later, but for now, he will begin to train with what Ruby put together. This chapter mentioned very little of what happened in the Canon, but you all already know Jaune and Cardin's story, so that happened the same. If you have any questions, leave it in a review, or message me directly.**

 **~LVR6**


	5. In and Out

"I told you, we shouldn't have moved the field trip up," Glynda sighed to Ozpin. She was looking at her scroll that was monitoring Midnight's condition. Her readings were stable for now, but she was worried for her regardless.

"I understand your concerns, Glynda, but we had to get Naruto accustomed to how a Hunter in training is to act as soon as possible. If we were to send him out in the field with no experience, people will look into him, and we can't have that given his unique circumstances." Ozpin took a sip of his coffee, and sighed tiredly. "We should consider ourselves fortunate that the extractor worked."

"Indeed," agreed the blond woman. "However the side effects are quite drastic. Naruto couldn't move for a few hours after the extraction, and it seems that he is going to need a lot of rest before he's at a hundred percent again." Ozpin hummed in acknowledgement. "He feels guilty about his teammate… He hasn't left her side for the last eighteen hours."

"Is that so? He must blame himself for what happened in the forest… but what I fail to understand is what exactly brought Ms. Fetchmara to the point where she had to take so many Aura suppressants."

"Her team doesn't have a clue either," reported Glynda. "I asked them each individually, but they said it was just part of her routine to take a couple every eight hours or so. They didn't even know what she was taking out of respect for her privacy."

"It seems that she has found herself respectable teammates," Ozpin mused. "I'm going to head over to her room to get some answers. She should be awake any second now." Glynda nodded, and sighed as he left.

'That poor girl must be going through hell…' Glynda thought to herself regretfully.

* * *

Vale

* * *

"So tell me again, why did Ozpin lift your restriction?" Kohl asked his team leader.

"I don't know, maybe he realized that Cardin was being a dick, and I should have scalped him when I had the chance," she replied nonchalantly, before sighing in defeat. "Or, he hasn't, and I just really want to smell some fire Dust."

"You sniff Dust?"

"No, but it comforts me," she answered fondly. "I've used fire Dust since the first day I started training to use Impes Diabolica."

"Is that the name of your sword?" asked Kohl. "I don't think you've told us before."

"I sort of inherited it," replied Marie. "Supposedly, when I was brought to the orphanage, it was wrapped up next to my baby blanket with a letter."

"Do you think-"

"My parents didn't leave it," Marie interrupted. "The caretaker pretty much spelled it out for me, and I never got to read the letter, because it 'would give me the wrong idea', or some crap like that." Marie was visibly irritated, so Kohl tried to shift the conversation.

"My sword's name is Primrose," he began. "I still haven't mastered it like most students usually do with their weapons, but I've only had it for a little under three years, and I'm mostly self-taught."

"I would have never guessed. Did you make it yourself?"

"I had a hand in designing it, but I'm no good with forging," he admitted with a chuckle. "I can maintain it easy enough, but if something important comes loose, or breaks, I'll have to resort to street fighting."

"What's the meaning behind its name?" she asked. "I mean mine was named for me, so if there was any significant meaning, I don't know it."

"It's a flower that grew back home," he reminisced fondly. "There weren't a whole lot of different flowers, given that in Atlas it can get pretty cold outside the walls, but it was one of the few beautiful ones that grew. Unfortunately, she never got to bloom…"

"You know, for somebody who claims to 'not do emotions', that was almost romantic," teased Marie. "So who's the lucky girl?"

"There isn't one," replied Kohl, seeing Dust shop around the corner. "You're only going to buy Fire dust?"

"Way to ruin the mood again," she grumbled. "Yea, I think so. Ice and lightning Dust never really work right when I used them." The two entered the shop, and were a bit surprised at the scarcely filled shelves. Walking up to the shopkeeper, she began to gesture around a bit sarcastically. "This all you got?"

"Yes Ma'am," replied the old keeper apologetically. "I'm afraid we've been robbed recently, and this is all we had left in the back." The two teammates nodded in understanding, and began to look around, only to be put off by the prices.

"Whoa, there's no way that this is right," exclaimed Marie. "How are you charging us three thousand lien for a four pack of fire Dust?!"

"We're experiencing a severe shortage," the old man replied. "I don't want to raise the prices so high, but this is just simple supply and demand… and I really want to keep the water running back home."

'Oh, guilt card, this guy is good,' thought Kohl. 'But two can play at this game.'  
"I'm sorry to bother you sir," began Kohl in a faux tone of sadness. "It's just that my friend and I had our Dust robbed from us too, and we're only students, so we don't have that kind of money." He then turned to Marie said in a voice just loud enough for the shopkeeper to hear. "Come on, Marie, let's go sell out kidneys to that guy in the alley a few blocks down."

"I guess you're right, Kohl," Marie played along. "I just hope that they aren't armed like the ones across town were." The shopkeeper shook his head in disappointment.

"I know that you two don't believe me, but I really can't sell them for any less," he insisted, before he gave them a stern look. "And if you're going to sell your organs, make sure you bring something to numb the pain, those back alley guys don't have anything." Kohl narrowed his eyes at the man, and realized that he was outmatched. This shopkeeper had decades of experience more than him, he wasn't going to outwit him.

"Fine, we're going. You win this time, old man." The two headed out the door, and Marie sighed to herself.

"Ozpin needs to give me back my weapon, or I'm going to start going through withdrawal symptoms!"

"Are you saying you're addicted to your sword?"

"So what if I am?! You got a problem bird-boy?" she snapped, before covering her mouth. "I didn't mean that, it just slipped."

"It's fine, I've heard worse," Kohl assured with a dismissive wave.

"Did it come off as racist?" she asked hesitantly.

"Just a bit," he admitted, "but seriously, don't worry about it. What are we going to do about your Dust situation? I know we aren't scheduled for another field trip anytime soon, but if you ever do need your weapon, you'll need something to fall back on."

"I don't know, I mean these prices are ridiculous! Who in their right mind would spend that much on so little?"

"Stupid or rich people," he replied. "Still, these robberies are getting out of hand. There has been one every week for the last two months, and the police haven't found a single lead…"

"How do you know what the police know and don't know?"

"It's pretty obvious if you pay attention," he informed. "I've seen three places taped off the other day I came here, and the cops weren't even looking for clues. They just stood around scratching their asses, and complaining about their salary. If they spent even a few minutes investigating, they'd begin to see patterns start to emerge. It's basic detective work."

"Are you thinking what I'm thinking?" asked Marie with a smirk.

"We can finally try that Pho place since we don't have Naruto telling us it's blasphemy?" he joked.

"That's actually a good idea… but no, I was thinking we could figure this mystery out for ourselves! I mean, it's like you said, there have been robberies for a few months now and nobody is behind bars. Imagine the career boost we would get if we take down some organized crime lord! We'd be legends! Maybe Ozpin will have us skip a few years, since we are so promising, and we'd graduate in record time! We'd clean up the streets one city at a time!"

"I never took you for one to have delusions of grandeur…" he deadpanned. "But, you're not wrong about a potential career boost. You think Naruto will want to join us?"

"I doubt it," she sighed. "Last time I messaged him he was still with Mindy… Do you think we should be there with her too?"

"I'm sure she just wants some space," he replied. "And if not, she or Naruto can always call us on our scrolls."

"Yea, I guess you're right. I still can't believe that Ozpin gave us each a new scroll though…" she cringed at the memory that had caused their first scrolls to malfunction. "Damn Naruto and his addictions…"

* * *

Hospital Wing

* * *

Midnight stirred awake, her memory a blur. She looked around the room, and realized she wasn't alone. Naruto was at her side, silently snoring in a chair in the corner of the room. What had happened? Suddenly flashes of red-topped trees and a burning Naruto etched into her mind.

" _This is all your fault_ " she heard the voice whisper. Midnight tried to ignore it, but the voice persisted. " _Once they find out you're crazy, they'll never want you around them._ " She bit her lip, and covered her head with a pillow, but the voice was as loud as ever. " _You don't need him or anybody... you'll always have me, sweetheart. I'll never leave you_."

"You're the reasons everybody else avoids me!" she accused softly, her eyes welling up.

" _Don't be stupid!_ " the voice shouted harshly. " _Without me you would be dead in a ditch somewhere in Vacuo_." The voice then softened, and it became clearly feminine. " _But you don't have to worry about all that anymore, sweetie. After all, you are-_ "

"Shut up!" Midnight shouted at the voice. Naruto jolted awake in a very startled fashion.

"What happened?" Naruto asked worriedly, heavy bags under his eyes. He had clearly hadn't been getting any rest. "Are you OK?

"I-I'm fine," she tried to assure him, only for the orange clad ninja to sigh.

"Mindy, you always stutter when you're nervous or lying..." Naruto pointed out, a bit sadly. "I don't know which one I'd prefer at the moment. You've been unconscious for..." he looked over to the clock in the room. "About eighteen hours."

"I'm not nervous..." she hitched under her breath. It was taking a lot of will power to stop her voice from cracking.

"So what's wrong?" asked the concerned teen. He didn't realize that Midnight's fear was not affecting him.

"I'm afraid to tell you," she answered, unable to meet his gaze. "I want to... but I can't.

"Hey, look at me for a second!" Naruto pleaded as he grabbed her hands. "I'm not interrogating you, so don't feel bad. I have stuff about my past I haven't told you guys yet. Don't force yourself if you're not ready, OK?" Midnight gave him a grateful smile, and pulled him into a hug.

"You're an amazing friend. Naruto," she said softly, squeezing him tighter as if he was trying to escape.

"It's what I'm here for," he laughed awkwardly, patting her on the back. The two didn't notice the door to her room open.

"I do hope I'm not interrupting anything," Ozpin chuckled to himself.

"Professor Ozpin/Ozzy!" exclaimed Midnight and Naruto. Making Ozpin smile to himself.

"Hello," he greeted, before focusing on Naruto. "You should still be resting in the other room."

"I just wanted to be sure she was OK," Naruto replied rubbing the back of his head nervously. "And Nurse Rosa scares me..."

"She only wants you to get better as soon as possible," he insisted. "Also, I would like to have a word with Midnight."

"Alright, I know when I'm not wanted," Naruto laughed. "I'll see you soon, Mindy." She gave him a gentle wave as he left.

"So, Ms. Fetchmara, I take pride in my students, and in order to ensure it isn't misplaced, I often do a bit of research on each soul that graces these halls. Unfortunately, your file has a lot missing..."

"Am I getting kicked out?" She asked in a panic. Ozpin waved off her concern with a laugh.

"Of course not, I just want to go over the missing information." Midnight visibly relaxed, but it didn't last for long. "Tell me, are you in any way related to Sapphire, or is it a coincidence that you two share a last name?" Midnight felt her stomach drop.

* * *

Elsewhere in Beacon

* * *

Naruto didn't plan on returning to his hospital room, but he left his new scroll there, and knowing Glynda, she would tear him a new one if he lost it so soon. However, things never go as planned, and now Naruto ran from nurse Rosa, who took her job very seriously... too seriously.

"There's no way you're sticking that in me!" He shouted, ducking under the hospital bed.

"If you keep squirming, I'll make sure it hurts when I get you," she threatened. Naruto continued to run, but the nurse was surprising fast. Once she grabbed him by the back of his shirt, he deflated in defeat. "That's better, now give me your arm." The whiskered boy did as instructed and winced a little when the needle went in. "See? Not so bad, right?"

"That debatable," he grumbled. The nurse smiled sweetly at him before jabbing him with a second needle.

"Oh, I'm sorry, my hand must have slipped. Did you say something?"

"Nope, nothing at all!" He replied in alarm. "I'm feeling great now, so I'm off!"

"Wait, you're not getting away that easily," Nurse Rosa replied harshly. "From the way you've gone and made my job more difficult, I take it you don't do well with hospitals. Take it from me, if you don't want to end up in here again, you'll take it easy for the next few weeks, alright? And get some sleep as soon as you get to your dorm, you look like hell. Otherwise I'll be more than happy to have to medicate you."

"Y-yes ma'am," he replied nervously, as he slowly backed away from the demented nurse. Once he reached the door, he slammed it shut, and bolted down the hall, only to collide with another person. "Sorry!" Naruto quickly apologized. He helped the other teen up, and realized who it was. "Hey, you're the leader of Team JNPR, right?"

"Yea, that's me," replied Jaune, rubbing his sore arm.

"I'm Naruto. We met before, but you were in some kind of funk."

"Oh, yea... you had lunch with us a while ago. Sorry about that, I had a lot on my mind. Name's Jaune Arc."

"No worries," he assured him. "So why are you in in this god forsaken place?"

"I was sparring with my partner and I sprained something in my shoulder," he admitted weakly. "She said I'm improving every day though. I actually managed to fight off an Ursa during our field trip to Forever Fall."

"Glad to hear it! I hadn't gotten in a good fight since initiation day..." he reminisced sourly. He still felt like he should have been able to take that Ursa out much faster, but shrugged it off.

"Why is that? Don't we have Ms. Goodwitch's combat class together? I don't think I've ever seen you fight there before."

"I don't have a weapon," he answered automatically, before realizing he now in fact did have one. "Well I 'didn't'…Ruby build me one recently."

"I guess I'll see you in action next time then. Well, I got to go, my arm is killing me." Naruto waved goodbye and continued to walk down toward his dorm. Upon arriving, he realizes that neither Kohl or Marie had returned from Vale. Shrugging, he looked at his scroll as it began to rang, showing a picture of Yang.

"Yo," he greeted.

"Hey Whiskers, what are you doing today?" asked Yang casually.

"Nothing, two of my teammates are out and the other one is resting."

"Awesome so you're free then! Let's have that spar today!" she suggested excitedly. "Rubes told me she made you a pair of arm bracers. Let's test them out!" A wide smile grew on his face as he looked over to his bed where his weapons sat.

"You're so on!" he replied happily.

"Great! Since it's the weekend, I think we're allowed to use the combat room. I know you said no tournament style last time, but we don't have to use the machines or Aura display."

"Sounds good," agreed Naruto, realizing his lack of aura was still an issue. "I'll be there in five."

* * *

Combat Classroom

* * *

Yang was warming up by practicing a few punches and bouncing on her feet. She had no idea what to expect from Naruto, but she made sure to bring her A-game. In the stands were her three teammates, who after hearing what she was going to do, dropped what they were doing and headed with her. Blake bookmarked her page, Weiss claimed it was time for her study break, and Ruby just wanted to see her creations in action. Naruto walked through the doors, and greeted the four girls.

"Hey, how's it going?" he asked with a smile.

"I'm pumped!" Yang replied, excitement almost palpable. "Alright, since you were the one who said no tournament style, what are the rules?"

"Rules?" he asked "I don't know, nothing below the belt? How do you guys usually spar?"

"It varies from person to person," answered Blake from the sidelines, "Yang usually isn't allowed to use her Semblance."

"Yea, I wasn't planning on using it," replied Yang.

"Oh, well I guess that pretty much covers it then," Naruto shrugged. He vaguely noticed that his chakra levels were still low, but dismissed it. The extractor Ozpin had made still needs a little more fine-tuning, as it had taken nearly all of his chakra despite Glynda shutting it off. If it wasn't for his massive reserves, he might have actually died from chakra exhaustion. Naruto shifted his arm bracers around, still not used to the way they felt, but fell into his standard fighting stance. Yang grinned wildly as she raised her fist up, and began to hop in place. "Whenever you're ready, Yang."

She charged straight at Naruto, closing what little distance there was, and began to jab at him to test his reflexes. Naruto wasted no movement as he bobbed back and forth, easily evading her strikes. Once he got used to the pattern of her attacks, he swept at her feet. Yang was fast enough to hop over, but Naruto then delivered a rising uppercut that hit her square in the jaw as he shouted, "Shoryuken!" He had seen it done in a video game Kohl was playing, and it worked surprisingly well.

"Did he just dragon uppercut Yang?" asked Ruby, before realization hit her. "USE A FIREBALL!"

"What?!" Naruto shouted back confused.

"It's quarter circle forward, jab!" instructed the red clad girl. In the midst of his confusion, Yang recovered, and tackled him to the ground.

"Why are you cheering the enemy?" asked Weiss.

"I'm not!" denied Ruby. "It was just a cool move."

Yang quickly got to her feet, and began to throw a flurry of punches at Naruto, who continued to evade, and managed to land a sideways kick to her stomach. She began to get frustrated at her attacks failing to contact her opponent, and let out a roar.

"Whoa, I think Yang's getting mad," Blake pointed out with concern. "You think she'll remember to control her Semblance?"

"Yea, she just has to get it out of her system" assured the team leader.

Naruto decided to go on the offensive, and began to throw punches of his own, only to realize that in a straight boxing match, Yang outclassed him by far. She countered a handful of punches before she landed a powerful hook that knocked Naruto off his feet. He quickly got back up, a bruise already forming, but he just smiled back at Yang.

"Now _THAT_ was a punch!" he complimented, wiping the blood off his lip. Yang smiled back at him, and the two got right back into their fight.

"How do they take this so casually?" asked Weiss. She was used to Yang's thrill seeking side, but she swore Naruto just got several teeth knocked out and wasn't remotely upset.

"I guess they just really like fighting?" answered Ruby hesitantly.

Naruto decided that he should really start using the weapons, and clumsily tried to use the bladed parts to hit Yang. Due to their placement on top of his wrist, the only way to get proper edge alignment was to attempt to awkwardly back hand his opponent.

"What is he doing?" asked Blake, seeing Naruto's composure completely disappear.

"Oh no!" cried Ruby. "I never told him how to activate the blades!"

"I'm sure he can figure it out," replied Weiss.

"He's never used a weapon before," Ruby pointed out, "and I didn't exactly make it beginner friendly."

"Why don't you tell him now?" asked Blake. "I'm sure he'd appreciate it."

"You're right! Whiskers!" she cried. "Twist the third band on you weapon to activate the blades!" Naruto hopped back a safe distance from Yang, and began to inspect his bracers. He began to fiddle with the bands on his left arm, only to have it shoot.

"Oh, _that's_ how you make it go boom," he said to himself. Yang grew impatient and ran over to him. He twisted another band, and the blades finally clicked into place. The blades extended about ten inches from the edge of his fist, and were clearly made for stabbing in mind. He laughed at himself for using them so foolishly earlier, and blocked another punch from Yang. He swung his arm to make some distance between them, forcing Yang to back-flip to evade getting cut. Naruto was about to compliment her when he saw the look on her face. It was one of disbelief and growing anger. Naruto then followed her gaze and saw two strands of hair lying on the floor. It took a while before his tired mind made the connection. "Wait, Yang, I didn't mean-"

"YOU MONSTER!" roared Yang charging at him again with new vigor. Naruto evaded most of her punches, when he heard several loud shots being fired dangerously close to him.

"Wait! Yang, stop shooting!" he began to plead, as he narrowly evaded another punch. From the corner of his eye he could see her team cheering her on, but they didn't understand his situation. Nobody aside from his team and the teachers knew. He crossed his arms to block a roundhouse kick from the enraged blonde, but the impact made one of the blades get stuck to the other bracer, effectively handcuffing Naruto. Yang seized the opportunity immediately and cocked her fist back, and with a roar, punched at Naruto with all her power, shooting a shotgun shell for added effectiveness.

There was a collective gasp and Yang turned to her team smiling a little, when she felt her arm being pulled. She turned to her defeated opponent, only gasp in horror. Naruto was lying on his back with blood pooling from his right lung. She had punched straight though his ribcage, and almost out the other side. Yang couldn't process what was happening, and just stared as Naruto began to take in short labored breaths. Blake was the first one to come to her senses, and grabbed her scroll to call somebody. Weiss rushed over with her glyphs, and froze over the wound to prevent any more blood loss, and Ruby tried to get Yang to snap out of it.

"Yang! We need to get him to a doctor!" Ruby repeated. "Come on, snap out of it!" A few short minutes later, two medical personnel arrived and wheeled Naruto away, leaving the petrified Yang with her sister. "Yang…"

"I might have killed him…" she said in a whisper. Her eyes began to water, as the gravity of her actions began to sink in. "He might die because of me."

"Don't think like that! It was just an accident!" cried Ruby, hugging her unresponsive sister. After a few moments, Yang returned the embrace.

Naruto tried his best to stay conscious, but he couldn't understand what was going on around him. It was all muffled voices, completely unintelligible. Soon, they too were quieted, and he drifted off.

"We're losing him!" cried nurse Rosa.

"It's going to be fine!" assured the school doctor. She was trained to deal with these sorts of injuries, and remained calm. "Nurse, please go inform Professor Ozpin." Rosa nodded, and headed out the door.

"Headmaster, there is an emergency!" Rosa shouted over her scroll.

"What is it?" asked Ozpin, in an uncharacteristically tense tone.

"It's Naruto, he's been injured… potentially a fatal injury. Doctor Perry Winkle is taking control of the situation, but she asked me to inform you."

"I'll be right there," Ozpin replied, hanging up. Rosa looked back into the room, and was shocked to see how pale the boy was getting. He would need blood from somebody. She brought up her scroll again, and began looking over his medical file.

* * *

Vale

* * *

"You know, I'm going to have to agree with Naruto, and say ramen is way better than pho," Kohl said uneasily. "I mean this isn't _bad,_ but it isn't really _good_ either."

"I don't believe you," Marie said in a faux tone of hurt. "After all we've been through, you're going to betray me like this?"

"It's not betrayal, it's just a preference…" Kohl pointed out tiredly. "Anyway, in regards to our investigation, I think we should go over what we've found."

"Why? We just started today," asked Marie, her hand trying to fiddle with the missing sword on her hip.

"It's a good habit to get into," he explained. "If we don't review what we know, we may forget it down the line. Besides, isn't this what you wanted?"

"Yea, but I kind of want to skip to the part when we start following suspects and staking out hideouts."

"You do realize we need to have suspects to follow them, right? Even if we did, we would have to do some background checks on them too. Obviously we don't have the police database we can use, but I may know a few computer tricks."

"You're a hacker!?" exclaimed Marie. "Why didn't you tell me this before? We could give ourselves straight A's at Beacon."

"I'd never use my skills for evil," he replied dramatically. "Besides, I already have straight A's. I would only be risking getting caught for your benefit."

"Wow," she deadpanned. "I can feel the love."

"Good," he quipped. "But back to our investigation, I think-" he began, only to get cut off by both his and Marie's scroll's going off. "Glynda? Wonder what she wants…" Marie shrugged, and they answered together.

"Hey Ms. Goodwitch, what's going on?" asked Marie.

"We need you back at Beacon immediately," Glynda replied shortly. "Mr. Uzumaki has been critically injured, and may need blood soon. If our records aren't mistaken, you, Ms. Rojas, have the same blood type as him. We've arranged a Bullhead to pick you two up, so don't waste any time, and hurry back." Glynda ended the call before the two could ask any questions. The two immediately left the restaurant, and looked up to see a Bullhead approaching. Confused and concerned, the two boarded, wondering how Naruto had managed to get hurt at school.

* * *

Unknown Location

* * *

"What do I care if somebody is investigating?" asked a man in a white suit. He was smoking a cigar, and wore a white hat that complimented the rest of his attire. "Can't you see I'm busy? There's supposedly a giant shipment of Dust coming in from Atlas in a few weeks, and I don't have time to talk about a bunch of stupid cops looking for me."

"Mr. Torchwick, these weren't cops asking around," explained a man clad in black. "It was two Hunters in training. One of them was a girl in white and the other was a bird Faunus."

"You think I'm afraid of a couple of kids playing hero?" Torchwick asked sarcastically.

"Perhaps you should be a bit more cautious," said a woman from behind him. "Especially when you consider the fact that a few months ago a little girl in red managed to send you running."

"I had that under control until that Huntress showed up," Torchwick defended. "What are you doing here Cinder?"

"Don't be so rude Roman, it makes me feel as if you're unhappy to see me," she said in a mock tone of disappointment. "I'm only here to make sure that everything is running as smoothly as possible."

"I have all my bases covered," he assured. "They're just a couple of stupid kids. I've been doing this longer than they've been alive."

"Perhaps," she agreed. "But if one of them were to get seriously injured or, even killed, we'd have Ozpin and his good friend, James Ironwood's robot army looking for us. It's too early to deal with that headache, so I came here with a suggestion."

"Oh? And what would that be?"

"Are you familiar with the fairy tale where the two children who follow a trail of breadcrumbs to find their way home?" she asked. Torchwick nodded, unsure where she was going with it. "Where do you think they would have ended up if somebody rearranged the breadcrumbs into a circle?"

"The stupid kids would probably keep following it until…" he began, before he realized what she was saying. "It would definitely buy us some time."

"I'm glad I didn't have to completely spell it out for you," Cinder mocked, as she began to walk away. "Make sure that those kids won't get in the way." Roman nodded, and turned to the thug he hired.

"Alright, here's what I want you to do..." he told him with a wicked smile on his face.

* * *

 **A/N**

 **I'm really surprised with how many favorites and follows this story is getting. I appreciate every one of you reading, and thank you to all those who left a review. I genuinely enjoy reading what people think, and if you spot something that could be improved on (structurally, grammatically, or any plotholes) please bring them to my attention through private message, or review. Thank you, and stay tuned for the next installment.**

 **~LVR6**


	6. Homesick

**Homesick**

* * *

Marie sat in her dorm still trying to wrap her head around the entire situation. After arriving back at Beacon, she was dragged off to the hospital wing, where she saw her partner with a massive chunk of flesh missing from his chest. It felt so surreal to her, and her body went numb. Kohl wasn't allowed to accompany her, as he would only get in the way, so he just sat in the waiting room, hoping for some good news. The image of Naruto hooked up to so many machines just to keep him alive made Marie want to cry. How had this happened? He had been in Beacon all day… did another student attack him? Feeling distraught and hopeless, She found herself wandering campus aimlessly the next morning. It must be a bad dream, right? She would see something strange that only had a place in some twisted nightmare and wake up.

She nearly jumped out of her skin when her scroll went off. Taking it out, she saw it was just Kohl trying to reach her. The two of them had just spent the entire previous day investigating the chain of Dust shop burglaries, and it suddenly didn't seem to matter anymore. Hesitantly, she accepted his call.

"Marie, where are you?" he asked. His voice hid his panic well, but she could still sense it; one of the perks of being on each other's team.

"I'm just walking around campus," she replied tiredly. The medical staff must have taken more blood than she thought… or maybe she didn't get any sleep. Hard to tell when you zone out for nearly twelve hours. Fatigue setting in, she took a seat on a nearby bench. "I'm by the cafeteria."

"You shouldn't be walking around right now," he reprimanded lightly. "Just stay where you are, I'll come get you." Marie made a half-hearted hum of agreement. They ended their call, and Marie laughed somberly to herself. Kohl seemed so standoffish when they had first met, but he was the biggest worrywart she had ever met. He hid it well, but his actions told another story. In a few minutes, he arrived, his usual calm self. "What are you doing here?"

"I can't be in our dorm," she said in a surprisingly soft voice. "Half our team is hospitalized and being in there makes me feel... useless."

"Look, I talked to Ozpin, and he assured that Naruto's going to make it. It's just going to take a while. Beacon has some of the most advanced medical technology, so he's in good hands."

"But how did this happen?" she asked, her voice rising in pitch. "He was on campus! How did he get a hole shot through him?!"

"According to his nurse, he was supposed to be on bed rest for the next few days, but he took it upon himself to spar with the first person he saw."

"Who!?" she shouted. Marie demanded to know who exactly put her friend in critical condition.

"They wouldn't say," Kohl replied calmly. He had an idea of who it would be, recalling Naruto's call to his fellow blonde, but telling Marie wouldn't help the situation. Instead, he decided it would be best for the team for him to keep all his assumptions to himself. "It was just an accident, and I imagine that whoever did it wasn't told about his _condition_."

"Who in their right mind uses so much force when sparring?"

"Marie, it was a regular spar," Kohl tried to placate. "We can take gunshots and sword strikes without it breaking skin because of our Aura. He doesn't have any. Whoever did this to him probably didn't want to hurt him."

"How can you defend the bastard who put a hole in Naruto?" she asked angrily. "You weren't there Kohl, there is a hole the size of a fist going through his lung. He's hooked up to artificial respirators!" Marie began to choke as the images flooded her head.

"Calm down, getting angry won't help!" he said in audible fustration. His composure was nearly gone, but he shook it off after a deep breath. "Marie, we just need to wait a little while for an update on his condition. This is out of our hands! Don't you think I want to help him too? We aren't doctors, and we definitely aren't miracle workers." Marie looked away and sighed.

"I'm sorry… I just can't go through this again…"

"I know," he whispered, placing a hand on her shoulder, "but we're in this together, alright? Remember, we're a family now." Marie smiled at that.

"How are you so calm all the time?" she asked.

"Many years of practice," he smiled back. "So, what do you want to do? We can't leave campus until they let us know they won't need any more blood from you, and I refuse to be the only one not in the hospital."

"We can use the library to continue our investigation," she suggested. "It's not much, but I need to think about something else right now."

"Alright, let's go then," he said, offering her his hand.

"I can get there by myself," she said, staring at his outstretched arm.

"I'm sure you can, but I don't want you to push yourself. You might be our leader, but that doesn't mean we can't take care of you." Smiling at the Faunus, she took his hand.

* * *

Ozpin sighed as he looked at Naruto. He had seen the footage of his spar with Yang, and he couldn't really blame either of them. Yang was not aware of his lack of Aura, and Naruto didn't want to expose too much of his origin to those outside his team; it was a perfect storm, really. Taking a sip of his coffee, he began to let his thoughts drift to his teammate. After she told him a bit of her past, he wondered if there was any way to reverse her condition. Technology has certainly improved in the last decade, but he still had to find out exactly what else was done to her.

"Professor Ozpin, what should we do?" asked Glynda.

"About what?" he asked, although he had a pretty good idea of what she was talking about.

"About Team MNKM. They've proven to be very reckless, and if this kind of behavior continues, who knows how far they will go in their careers, if they ever make it to graduation."

"I think we should have a little faith," he replied. "Naruto has told us about his accelerated healing, which probably saved his life. As for Ms. Fetchmara… she needs to discuss her circumstances with her team."

"But you heard what she said about-"

"I'm very well aware," he assured, turning to the Huntress, "but when I had this team formed, I knew that it would be a bit… difficult, to ensure they succeed at this academy."

"Difficult? One is borderline suicidal, their leader is a hot head, and Naruto shouldn't even exist in our world! For all we know, Mr. Rabenshwarz could have criminal ties."

"Ms. Fetchmara isn't suicidal, she's just afraid of her potential. Ms. Rojas may be a bit quick on the draw, but she has a good heart. We have no reason to suspect anything from Mr. Rabenshwarz. As for Naruto, if you could find a way for him to go home, I'm sure he would appreciate it." His tone was still calm, but Glynda sensed his irritation.

"I-I'm sorry Professor…" she quickly apologized.

"Don't worry, I know you are just concerned with their well-being." He took another sip from his coffee and turned to gaze out his window. "I only hope we can provide them with the assistance or tools to get passed their dilemmas. No children should have to endure what they have…"

* * *

There was a waterfall surrounded by two statues of the greatest shinobi in history. On one side stood Naruto, pleading for his friend, no, his brother to come home. On the other side was his teammate, Sasuke Uchiha, with dark marks beginning to cover his face. Some words were exchanged, but it brought them nowhere. Tearing up, Naruto was forced to fight his best friend. As the fight dragged on, the two formed their signature attacks, but Naruto couldn't go through with it, and held back at the last second. He felt his lung be pierced by his best friends , and warm blood seeped from his wound.

Pain.

It was the only thing he felt. Both pain radiating from his chest, and from his heart. He had failed to keep his promise, and he had failed to keep Sasuke from the dark. His vision went black again, before he jolted up awake. He looked around in a panic, unfamiliar with his surroundings. Was he captured? This place didn't look like Konoha. As his memories began to return, he realized it was just a dream, but the pain in his chest was very real. He looked over to see clean white bandages around his chest. His hand wandered over to where he remembered his best friend's hand pierce his body, and found it surprising tender. Thinking back, he remembered his spar with Yang.

"Damnit," he cursed to himself. He tried to get out of bed, but found he was strapped with several leather straps. "What the hell?"

"I told you we'd have to tie you down," said a familiar voice. It was much gentler than before.

"It's not like I'd get far," Naruto tried to joke, but his laughter made his wound hurt.

"Take it easy, you're still missing a lot of tissue," she instructed. "And these are actually Ozpin's orders."

"Ozzy said to do this?" he asked incredulously. Nurse Rosa nodded, and there was a knock at the door. She walked over, and was mildly surprised by who it was. Naruto tried to look over, but a green haired man zipped right in, and began to inspect the blond boy.

"Incredible, absolutely incredible," said Oobleck. "After receiving such an egregious injury, you've managed to awaken in less than twenty-four hours! Given that you don't have the natural healing properties granted to us by Aura, your natural healing factor in itself seems to be leaps and bounds above our own. Such an injury would have proven fatal to even Veteran Huntsman, such as myself, especially when they have depleted their reserves of Aura."

"Um, Doctor Oobleck?" asked Naruto, a bit uncomfortable at how close the coffee addict was. "You mind?"

"Oh, yes of course, my apologies." The caffeinated man backed up a respectable distance, and began to look at his medical charts.

"So what brings you here?" asked Naruto.

"I've come to see how you're doing, Mr. Uzumaki," he answered. "You're one of my favorite students, so when I heard what happened, I just had to make sure you were alright. However, it seems that I was concerned over nothing."

"I guess so," chuckled Naruto nervously. He was still not accustomed to having adults care about him, even after the few in his old life. He then remembered his nightmare, and felt an influx of guilt. Dr. Oobleck seemed to pick up on it immediately.

"Is something wrong, Mr. Uzumaki?" asked the professor.

"It's nothing," he replied, trying to wave it off.

"I know a haunted soul when I see one," Oobleck insisted. "However, if you don't wish to share with me or any other veteran Huntsman, perhaps you should discuss it with one of your teammates."

"I don't think I can," admitted Naruto. "After what happened in Forever Fall with Midnight and now this, I don't want to worry them about something stupid like this."

"Like what?"

"Being homesick," Naruto answered with a dry laugh, "but I'll never be able to go back. When _this_ happened, it reminded me of a similar injury I got back home, and from there, all the faces and names of my friends came rushing in. My old teammates, my sensei, my friends from the Sand Village… I'll never see them again, and they won't ever know if I'm ok or not. The last thing I remember was… this girl named Hinata…"

"Was she special to you?" asked the doctor.

"I think so…" he replied unsure. "She was one of the only people in my life who was nice to me, ever since the academy." He smiled fondly at the few memories he had of her. "I remember once she risked failing to let me cheat off her during a test. Not long after that, I began doubting if I was strong enough to beat some guy during the next test, but she assured me that even if I was physically weaker, I could persevere because I had the spirit…" His eyes began to water as he continued. "Then… the last day home, when I was pinned down by the enemy, about to be captured, she jumped in and sacrificing her life to save mine. The very last thing I remember was seeing her die in front of me… I was too stupid to see it then…" Oobleck put a hand on the blond's shoulder. "The only person to love me for who I was died protecting me because I was too weak…and I was too stupid to see it!"

"I'm terribly sorry to hear that," Oobleck said in a soft voice. "Even knowing that you've lived in another world than ours, I had no idea the hardships you were forced to endure, but you have friends here, and many people who care about you, if the group of students in the courtyard signing that get well card is any indication. Now, I'm not telling you to forget them, but it might be best to find a way to honor them, and move on."

"Honor them how?" asked Naruto, wiping his eyes.

"You could build a small memorial. It doesn't have to be grand, but something that means something to you." Naruto smiled at that, before he remembered the storage scroll he had in his dorm.

"Dr. Oobleck, could you do me a favor?"

"Of course, what is it?"

"There is a scroll in my room, a paper scroll. Could you bring that to me?" The green haired man nodded with a smile, and zipped away. A few moments later, he returned and handed him the scroll.

"Is there something written there?" asked Oobleck.

"Not exactly," replied Naruto, opening it up. With a small amount of charka, a plume of smoke appeared, and there was a small assortment of objects. Once he found the small picture frame, he smiled at the photo.

"Is that-"

"My old team," finished Naruto. "My apartment got burglarized a lot when I was little, so I always kept the important things on me," he explained. He looked fondly at the twelve year old version of himself crossing his arms angrily as he mirrored Sasuke. Sakura was visibly excited, and Kakashi ruffled both boy's hair with an eye-smile. Naruto then got an idea. "Could you do me another favor, once I'm out of here? I just want you to take a photo."

"Sure," smiled Oobleck. He looked at the clock mounted on the wall, and sighed. "Well, I'll see you in class once you've recovered."

* * *

Kohl and Marie have been looking through the databases for a few hours, and decided to take a quick break. Marie was still exhausted, so Kohl ended up going to get them some coffee to keep going through the day. On his way back from the cafeteria, he was approached by two members of Team RWBY. He simply stared at them blankly, as the short girl fidgeted with her red hood and the heiress in white stared at her impatiently.

"Well? Just ask him you dolt!" Weiss demanded.

"I am!" said Ruby. She looked at the seemingly unfriendly boy, and cast her gaze away. "Is, um Whiskers alright?"

"His name is Naruto," corrected Kohl, as the girl in red flinched at his voice. He didn't shout nor did he sound angry, but they haven't really heard him say much, so his natural cold tone caught them off guard. The two almost expected him to ignore them. "So word's gotten around? He's still recovering, but the doctors assured us he's going to pull through." The relief on Ruby's face actually made Kohl smile a little. How does a girl who trains to fight monsters have such an innocent smile?

"Oh that's great news!" sighed Ruby. Even Weiss seemed to be reassured, but kept her composure. "Do you know when he'll be allowed visitors?"

"No clue," he admitted.

"Can you find out?" asked Weiss, her tone quickly getting on Kohl's nerves.

"Of course, let me just ask the doctor how long it takes for somebody with a hole in his chest to wake up," he replied sarcastically. He expected some sort of shock from the two girls, but they just winced. He narrowed his dark eyes at the two. "You two already knew."

"We were the ones who called the medical people and stuff," answered Ruby awkwardly.

"You two were there?"

"We all were," Weiss answered. "Our teammate just wanted to have her spar with Naruto, and things go out of hand…"

"Yang did this?" asked Kohl already suspecting the blonde. Feeling perplexed, he couldn't think of a best case scenario. Despite what he told Marie about controlling her feelings, he couldn't help but get frustrated. Ruby seemed to pick up on his feelings.

"It was just an accident!" she defended. "She never meant to hurt him!" Kohl remained silent, and did his best to push away his bitterness before he misplaced it on the two girls. After taking a deep breath, he let out a sigh.

"Right, an accident," he said aloud, mostly to himself. "Look, I don't want to know any more about what happened, and if you guys value Yang's life, you won't tell Marie. She's a bit defensive when it comes to us, and until Naruto is well again, he can't protect her."

"Protect Yang or Marie?" asked Weiss, unsure of his wording.

"Yang. I'm sure you remember the incident with Cardin?" he asked. "She didn't even know that girl. I'm sure you can imagine what she'd do to somebody she cares about deeply. Look, I have to go, I'm actually in the middle of something, and Marie is waiting for me to get back. It's nice to see that other people outside our team actually give a damn about Naruto."

"Oh, we didn't mean to bother you," Ruby apologized. "Thanks for the heads up. Good luck!" Kohl nodded, and walked back over to the library. Once he got there, he found Marie with her head down sleeping. Kohl just sighed at the sight, then he picked her up and sat her on a softer chair. He then took off his school jacket and draped it over her. He took the closest computer so he could keep an eye on her, and continued to researching.

* * *

Blake laid on her bed reading her book, as she occasionally looked over to Yang. She still wasn't herself, and honestly, didn't blame her. She wasn't used to hurting people, only Grimm, which didn't leave behind a bloody mess. Blake had witnessed her share of bloodshed already, so she wasn't fazed by it as much, although she was concerned. Naruto seemed like a nice guy, if not a bit goofy. She sighed, put her book away, and sat up.

"Do you want to talk about it?" she asked.

"What is there to talk about? I lost my temper and almost killed Whiskers."

"Ruby told us that he's going to be fine," she assured, gesturing to her scroll. "Once he's out, you can explain to him what happened."

"Explain? He accidently cut two strands of my hair, and I punched his lung in!" she shouted, although the anger was clearly at herself. Blake got up and sat next to her partner.

"You're oversimplifying it Yang. It was a spar, and in the heat of the fight, you let loose a little too much. We all saw what happened, and none of us blame you."

"What if he does?" Yang questioned softly. "What am I saying, he is going to blame me! It was my fault."

"This is what it means to be a Huntress. Sometimes bad things happen and it's nobody's fault." Blake rubbed Yang's back comfortingly. "You knocked out four of his teeth, and he jumped right back into the fight. If that wasn't a sign to stop, I don't know what is. He must have had an idea of what he was getting himself into, so don't feel so bad. I'm sure he'll understand."

"Do you think he'd forgive me?"

"I don't know him personally," Blake reminded, "but I would." Yang then hugged Blake, who was caught off guard. Unsure of what to do, she stroked her hair gently, until the blonde finally let the fatigue of staying up set in, and drifted in a comfortable sleep.

* * *

Jaune found himself carrying a small bouquet of flowers down the hall. They weren't for Weiss, surprisingly, but for Nurse Rosa, who had tended to his wound the previous day. Growing up with seven sisters made him pick up a few habits; one of them being, thanking women with flowers. He personally never saw the appeal of flowers, but they always kept him on their good side. As he opened the door to the receptionist, he walked over and asked for the nurse.

"Let me see here," said the receptionist. "Nurse Rosa is assigned to room 405."

"Thank you," he said, walking over to the room. Unfortunately, Jaune was very familiar with where all the rooms were, having been treated here many times since his training began with Pyrrha. He weaved through several people before arriving at his destination. Knocking lightly on the door, it began to swing open. "Hey Ms. Rosa, I just wanted to thank you for helping me the other day," he announced.

"Oh, Mr. Arc, how nice of you," she greeted, adjusting an IV drip. "Can you put them in the vase in the corner?"

"Sure thing," he smiled.

"Why can't you be more like that boy, Mr. Uzumaki?" Rosa chided. "He's sweet and knows how to act like a proper patient."

"I can be a 'proper patient' if you didn't stab me with needles all the time," accused Naruto. Jaune recognized his voice.

"Naruto? I thought you were discharged yesterday?" he asked, walking over to bedridden boy. His eyes widened when he saw how beat up he was. "Whoa, what happened?"

"Eh, got a hole punched through me," Naruto replied casually. "You know, the usual. Although these fiendish contraptions are new," he said, trying to break free from his bindings.

"Why are you tied up?"

"To ensure he doesn't escape," smiled Rosa. "Now, Mr. Uzumaki, hold still while I inject you wi-"

"To hell with your injections! That's the fifth one! I'm fine, just stop sticking things in me!"

"Do you not realize how serious your injury is?" Jaune watched the two bickering, as Naruto somehow began to compare nurse protocol with proper ramen eating etiquette. Jaune felt as if his fellow blond was going to be alright, if his strange antics were still intact.

"Well, I just came to drop these off…" he interjected. "Thanks again for everything Ms. Rosa."

"Thank you for the flowers, Mr. Arc, and don't forget to come back tomorrow to make sure your shoulder was realigned properly. With all the swelling the other day, we couldn't get a good look."

"Of course, I'll be sure to be here first thing in the morning," he said with a nervous smile. Seeing her masochistic side probing Naruto with needles had caused him to rethink his ability to judge a person's character.

"Wait Jaune, come back!" cried Naruto. "Can you bring me some ramen?"

"Absolutely not!" cried Rosa. "You can't be eating that all the time, it's not healthy!"

"But it's good!"

"That doesn't matter." Jaune laughed nervously and awkwardly shifted out of the room.

* * *

Midnight found herself in Ozpin's presence once again, and he seemed to have a troubled expression. Never being one to speak first, she sat in silence for several minutes.

"Ms. Fetchmara, you should be ready to be released from here in a few hours. Just a few blood samples will be taken from you, as well as a few more minor procedures."

"What kind of procedures?"

"We are going to need to test some of your Aura, to see if we can't reverse your condition," he sighed. "We don't have much to work on, but we will do everything we can to help you. However, on the chance that we can't find anything, I believe it would be imperative for you to tell your teammates about this." Midnight looked away. "You can't hide this forever. If what you said was true, it's only a matter of time before you finally lose yourself."

"I know," she whispered. "I just need a little time…"

"Of course, just don't take too long. From what I've seen, you have very accepting teammates. You shouldn't be so worried about how they would take it."

"Thank you Headmaster." The man left the room again, leaving her alone. It was only a few minutes before she began to hear the faint whispers.

" _He's lying to you. You're not going to lose yourself; you're going to finally stop holding back who you truly are, your true power."_

"It's not my power," she whispered back. "It will never be mine."

" _Such a foolish girl. Of course it's yours, don't you remember when your Semblance awakened?"_

"That's _your_ Semblance… I don't have one."

" _Everybody has a Semblance, whether you've unlocked it or not, Mindy. What we did in the forest-"_

"We?" she repeated.

" _You didn't think you did that by yourself, now did you?"_ the voice chuckled. _"No, I sensed your fear, and I drove it away as I always have. I only respond to your will, Mindy. Nothing that's happened to you was a result of me alone."_

"You're lying," she accused. "I never wanted to grow up in isolation!"

" _You can deny it all you want, but you know in your heart that it's true."_ Midnight was about to retort when she heard her door open.

"Who are you talking to?" asked Kohl. "I thought you were on your scroll at first, but the nurse has it."

"I-I wasn't talking to a-anybody!" she denied.

"Well, if you say so." Kohl decided to drop it. "Anyway, Marie and I were looking into the Dust robberies in Vale when I heard you were getting out today. Marie wanted to be here too, but she's in the dorm resting."

"What about Naruto?" asked Midnight. She was almost certain he would be here.

"He's in the other room, had a bit of an accident," he replied, before quickly adding, "but he's fine. The doctors said that he'll make a full recovery."

"What happened to him?"

"It's kind of a long story, and we weren't given all the details.. I'm sure he'll tell you once he's out." Midnight nodded, and looked at her hand again. The tingling of her Aura was steadily returning. "So, do you want to talk about why you're here?"

"I was just experiencing a side-effect from my medicine," she replied. It wasn't exactly a lie.

"Why _are_ you taking Aura suppressants?"

"How do you know that?" she asked, wide-eyed.

"Naruto let it slipped during the Forever Fall report," he admitted. "He said you took a handful, and then collapsed."

"I can't control my Aura properly." When she didn't elaborate, Kohl sat in the chair next to her.

"Mindy, I know I come off as somebody who doesn't care, but I do. You're my partner, and if there is anything I can do for you, please, don't hesitate to ask. I know that we get along better with each other's partners, but that doesn't mean we can't, right?"

"I don't think we don't get along… I just have a hard time talking about myself. Something about Naruto makes it easy for me to talk to him, but that doesn't mean I don't like you or Marie any less."

"Yea, I get it, Naruto is kind of like our team therapist," laughed Kohl. After the incident with Marie, they had found a time to talk about it, and Naruto was surprisingly a good listener. "You think I should book an appointment?"

"I think you're fine, Kohl… you don't need any help."

"You think so?" The white-haired girl nodded with a small smile. "Well, for what's it's worth, I wouldn't pick any other partner if I had the chance."

"Th-thanks Kohl…" she said, with a bashful blush. He smiled at her, and felt his scroll go off.

"Looks like Marie is awake. She doesn't do well with hospitals, so don't hold it against her if she doesn't visit, alright?"

"I won't. I don't like them either."

"Then that makes four of us," he joked. "Let us know when you get out, we'll visit Naruto if he's allowed visitors." Midnight nodded with a smile, and sighed to herself. Ozpin was right about her team, but she still couldn't do it. "I think the nurses are going to do a few more things before I get let out, so if you want, you can go take care of Marie…"

"Are you sure?" he asked. "We've been together all day yesterday, and all morning."

"I don't want her to be alone."

"What about you?" he asked. "You've been here by yourself for two days."

"I'm used to it," she replied with a sad smile. "A few hours is nothing." Kohl inwardly stored that for later, and nodded.

"Alright, we'll talk later, alright?" Midnight nodded, and Kohl left the room. Once outside he let his stoic expression drop. He took a seat by the chair and let the frustration out, and punched a wall. His fist easily went through, and a lot of people turned to see the newly formed hole. Kohl wordlessly left, leaving behind the stupefied nurses.

* * *

 **A/N**

 **There were many questions in this chapter that have gone unanswered, but trust me, they will be in time. Let me know what you all think, and please stay tuned for next week's chapter.**

 **~LVR6**


	7. Ramen Gone Wrong

Three of the four members of Team MNKM sat in Oobleck's class silently paying attention to the lecture of the Faunus War, although their thoughts kept going to their friends. Kohl kept thinking about his last visit to Midnight's room, and couldn't shake the feeling that she still didn't trust him. Something she had said kept echoing in his head. She was used to being alone, but was she used to being lonely? He looked over to her, and sighed. She might have everybody else fooled, but he wrote the book on hiding emotions, but he didn't know how to approach the subject. Midnight seemed to notice his stare, and turned to him, and waved awkwardly. He wave back, trying to smile, but it came out forced. Just then, Oobleck addressed the class.

"Now, have any among you been subjugated or discriminated because of your Faunus heritage?" Kohl, amongst others, raised their hands. It seems that most didn't want to bring attention to themselves, but Kohl raised his hand high. "Dreadful, simply dreadful. Remember students, it is precisely this kind of ignorance that breeds violence!" He took a quick sip from his coffee. "I mean, I mean, I mean just look at what happened to the White Fang! Now which one of you young scholars can tell me what many theorists believe to be the turning point in the third year of the war?"

"The battle at Fort Castle," answered Weiss confidently.

"Precisely!" the caffeinated teacher praised. "And, who can tell me the advantage the Faunus had over General Lagune's forces?" Jaune was awakened from his sleep by a stray piece of paper courtesy of Nora, who was passing notes to somebody, most probably Ren. Dr. Oobleck must have seen this as Jaune raising his hand, and zipped right in front of him. "Mr. Arc! Finally contributing to class! This is excellent! Excellent! What is the answer?"

Marie cringed at seeing her fellow team leader struggle, and the terrible answer he gave. Oobleck then picked on Cardin, who had laughed at Jaune's answer.

"Well, I know it's a lot easier to train an animal than a soldier," he replied arrogantly. Before Marie could defend Faunus, Pyrrha jumped in.

"You're not the most open-minded of individuals, are you, Cardin?"

"What, you got a problem?" he asked angrily.

"No, I have the answer," she replied, looking back over to Oobleck. "It's night-vision. Many Faunus are known to have nearly perfect sight in the dark."

"General Lagune was inexperienced and made the mistake of trying to ambush the Faunus in their sleep. His massive army was outmatched, and the General was captured. Perhaps if he'd paid attention in class, he wouldn't have been remembered as such a failure," added Blake, looking over to Cardin with a smug expression. Cardin got out of his seat, and growled at the two girls.

"Mr. Winchester! Please take your seat," ordered Oobleck, stopping the bully from doing anything stupid. Jaune began to laugh at Cardin's misfortune, but Oobleck zipped over to him as well. "You, and Mr. Arc can both seem me after class for additional readings." The rest of the lecture was uneventful, and the Marie led her team out.

"Um, excuse me," a soft voice called out to Marie. The three students turned to see the timid rabbit Faunus poking the tips of her index fingers together nervously.

"Hi?" greeted Marie, knowing that her two teammates preferred to be silent. "Can I help you?"

"You already did," the girl responded. "A few weeks back, in the lunch room? I just wanted to thank you for standing up for me…"

"Right, Cardin was picking on you," recalled Marie, her expression becoming much warmer. "If he, or anybody else picks on you, you let me know, alright? I hate bullies, and putting them in their place is something of a hobby of mine."

"Nobody's picked on me since then. My name is Velvet, by the way."

"I'm Marie, and these are my teammates," gestured Marie. "Tall, dark and broody over here is Kohl, and this pretty little princess is Mindy."

"It's a pleasure to meet you," said Kohl, extending his hand to his fellow Faunus. Velvet shook it gently, and smiled at him. Midnight however just waved from a distance, covering the small blush that came from the way her leader had addressed her.

"So where is your team?"

"They have different classes than me," she replied. "After the first year, the professors don't see the need of putting every team in the same classes together, since they have already got to know each other. We have some, but not a lot."

"Oh, well we'd like to meet them sometime. Our fourth member is still recovering from an injury, but I'm sure he would think so too."

"Is he the one everybody was signing that card for?" asked Velvet.

"What card?" Kohl and Marie asked together.

"It was just a get well card," explained Velvet. "I think most of the first year teams have signed it."

"How'd they find out?" asked Marie. Kohl just gestured to the Faunus girl to drop the subject.

"I'm not sure," Velvet said quickly, seeing Kohl's signals. "I'm going to find my team now. Thank you Marie." Before Velvet could turn to leave, she found herself being hugged by the shorter team leader.

"You don't have to thank me," she whispered. "If anything, I should apologize… I'm sorry."

"Uh- um, it's ok," said a flustered Velvet. "Y-you've done n-nothing wrong!" Marie released the hug once she realized what she was doing. With an embarrassed blush, she looked away, and rubbed the back of her head, similar to her blond teammate.

"Sorry, I got a bit emotional… I'll see you around, Velvet." The rabbit Faunus left, still confused from the random hug. Kohl just looked at Marie strangely.

"What was that all about?" he asked.

"It's nothing," Marie replied. She looked over to Midnight, who still hadn't said a word, and noticed her down expression. "Hey, what's wrong Mindy?"

"Hmm? Oh, nothing," she tried to brush off, failing miserably.

"Is it about Naruto?" asked Kohl. Midnight almost flinched at his accurate deduction, and simply nodded. "He should be allowed visitors today, if what Ren said was any indication."

"When did you start talking to Ren?" asked Marie. "Both of you never say anything."

"The other day when I went to visit Mindy, I saw him looking for Jaune. While we waited, we just started talking, and he mentioned that Jaune spoke to Naruto the day before."

"Which one of you spoke first?" she nearly demanded. "I haven't seen either of you start a conversation before."

"I don't remember," shrugged Kohl. "As I said, we should be able to visit him today."

"Let's go then!"

"We still have classes," he deadpanned. Marie was about to argue when she saw a white blur exit the classroom followed by Jaune and Cardin. To her surprise, Cardin wasn't actively picking on Jaune, and was actually keeping a fair distance away from him. Whatever had happened between the two must have caused Cardin to grow a little respect for Jaune, seeing that he hadn't even noticed Marie.

"Sorry Jaune!" apologized Nora from down the hall.

"It's alright," smiled Jaune. "I shouldn't have been sleeping in class anyway. I'm lucky that Oobleck had to go see to something, or he might have assigned an essay on top of the readings." The two JNPR members then walked towards the other half before disappearing around the corner. Marie shrugged, and realized they were going to be late to their next class.

"Oh crap, we have Glynda next," she remembered. "Come on guys!" The two teammates quickly followed her, bolting down the hall.

* * *

Naruto let out a sickly moan, and raised his hand towards the ceiling.

"I think I see it," he said in a hoarse whisper. "The light at the end of the tunnel… I'm finally dying…"

"Stop being so melodramatic, Mr. Uzumaki, nobody has ever died from boredom before," sighed Nurse Rosa.

"Well I refuse to be the first documented case!" he retorted in annoyance. "Why can't I go already? I feel fine!"

"That's because last time you left, you ended up coming right back in here in less than ten hours." Naruto didn't have a response to that. "But you should be free to go first thing tomorrow."

"Tomorrow!?" he whined. "I've been here for weeks already!"

"You've only been here a two days," corrected Rosa. "Now shut up and eat your lunch." Before Naruto could further whine, Oobleck zipped through his door.

"Oobleck?" asked Naruto.

"Yes, good afternoon Mr. Uzumaki! I believe Ozpin told me you were being released soon, and I thought I could fulfill my promise before you are busy with all the school work you've missed." Oobleck took a sip of his coffee, and turned to Rosa. "Nurse, would it be alright if Mr. Uzumaki were to accompany me to the courtyard?"

"Yes, of course," she smiled sweetly. In seconds, Naruto's bindings were removed, and he nearly hit his head on the ceiling from how high he jumped.

"FREEDOM!" he shouted at the top of his lungs. Oobleck sighed at his antics, but let him calm down.

"If you will, Mr. Uzumaki," gestured the green haired professor. Naruto happily followed behind the quick man, easily keeping up with him. Before long, they arrived in front of the school. "Now, may I ask why you wished for this location?"

"Actually, I would have preferred in front of the forest, since it reminds me of home more," he admitted. "But I rather not run into any Grimm right now. Nurse Rosa is scary."

"She is a bit intimidating, but she only wishes for the best for her patients." Naruto began to think that Rosa knew some sort of genjutsu that allowed her to get away with such sadistic practices, but quickly dismissed it as paranoia.

"Alright, so, just remember a few more faces," Naruto said to himself. He crossed his fingers and in a cloud of smoke dozens of clones emerged, only for a second puff of smoke to cover them, and in their place stood many different people. Oobleck looked absolutely dumbfounded at the sight. Naruto panted lightly, and smiled.

* * *

Later That Day

* * *

Pyrrha walked into her dorm, before she felt her instincts kick in. Somebody was watching her. She slowly reached for Milo, and began to walk over to Nora's side of the room.

"Wait! Don't attack!" shouted a voice from under the bed. Pyrrha nearly flinched at the sudden sound of the intruder's voice, but kept her guard up.

"Who are you?" she demanded, taking a step closer. Gone now was Pyrrha's humble and kind nature, and in her place stood the girl who had never lost a Mistral Tournament.

"I'm Naruto!" he squeaked. Angry women always frightened the orange clad ninja.

"Naruto? Oh, everybody calls you Whiskers!" Pyrrha thought aloud. "Why are you in my dorm?"

"Jaune said it was ok for me to hide here for a while," he replied, crawling out from under the bed. "I'm guessing he didn't run that by you guys yet?"

"No, I haven't spoken to him since our last class."

"I asked him about an hour ago," admitted Naruto. "Cool guy."

"I think so too," Pyrrha replied without thinking. She covered her mouth, but Naruto didn't seem to notice. "So, um, what are you hiding from?"

"Not what, 'who'," corrected Naruto with a shudder. He raised his wrist to show his hospital band. "One of the nurses is trying to kill me, and I wanted to have one last bowl of ramen with my team before I went out."

"You don't seem to need any immediate medical attention."

"Well I heal fast," he laughed, before he rubbed his chest. "Although it does still sting a little. Oobleck said he's never seen anything like this before."

"Like what?" Pyrrha realized she had been having polite conversation with her weapons still at the ready. She quickly put them away with embarrassment as Naruto took a seat on Nora's bed. He lifted his shirt and pointed to his chest.

"That right there used to not be there. It was like… missing," he explained lamely. "It's still tender, but I'll be fine."

"Oh, I see. Does that tattoo have any meaning?" she asked, pointing to his stomach.

"Tattoo?" he questioned, looking down. "Oh, that's not a tattoo," he assured, cutting off the flow of chakra to the seal, making it vanish. "Anyway, can I borrow your scroll? Nurse Rosa still has mine."

"Uh, sure," she smiled, handing him over the small device. Naruto thanked her, and messaged his team.

"Alright, I guess I should get out of your hair… Tell Jaune I said thanks!" replied Naruto, jumping out of her window. Pyrrha looked over, and there wasn't a trace of Naruto anywhere.

"Where did he...?"

* * *

Kohl looked at his scroll with a raised eyebrow. He and Marie were waiting for Midnight outside of Professor Peaches' class, having to get all the work she missed while injured.

"What's wrong?" asked Marie.

"Pyrrha just messaged me," he said confused.

"Pyrrha Nikos? THE Pyrrha Nikos?" Kohl would have laughed at Marie's reaction if he wasn't as surprised as she was. "Well, what did she say?"

"She said 'I'm going to Blue's, meet me there in an hour. Bring your wallet, you're treating me.' What the actual hell."

"She's so bold!" cried Marie. "I can't believe she wants to go out with you of all people."

"Whoa, hold on!" Kohl cried indignantly. "First of all, what is that supposed to mean? Second of all, who asks somebody out like that? What if I didn't even want to go?"

"Are you insane?! Pyrrha is like a celebrity! You'd have to be stupid to not want to get all over that! Some of us would die to get her attention like that!"

"Are… are you a fan girl?" Kohl asked hesitantly.

"NO!" she denied too quickly. Kohl just let a small laugh escape. He turned around and began walking. "Wait, where are you going?"

"I'm going to Blue's to see what this is about," replied Kohl as if it was the most obvious thing in the world.

"Not like that you're not! Look at your clothes!"

"What about them?"

"There is so much you need to learn…" she sighed. Midnight finally came out. "Mindy, help me dress Kohl up."

"For what?" she asked.

"His date with Pyrrha mother F-ing Nikos!" Midnight just became further confused. "She basically demanded him to buy her food at Blue's."

"Well, I'm going now, I don't have time, she said in an hour."

"You have to be late, it's basically the law of first dates."

"When did you become a dating expert?" asked Kohl, before adding, "and when did I ask for advice?"

"Shut up, this is PYRRHA!" Marie emphasized.

"I don't see how that matters. She's just another girl that goes to this school," he pointed out. "Famous or not, she's our peer, not somebody above us."

"He's right," Midnight agreed.

"Et tu, Mindy?" Marie asked with a betrayed look. "Fine, do what you want. Come on Mindy, let's go paint each other's nails, or try on clothes and talk about cute boys or something."

"Uh, ok…" Midnight agreed, tentatively trailing behind her.

* * *

Later in Vale

* * *

"Ugh, where is he!?" cried Naruto, holding his stomach. He was sure it had been passed an hour, but Rosa still had his scroll. Begrudgingly, he decided to walk around, not being about to bear the smell of ramen and not eat it. He didn't get far before he saw a group of familiar faces in the form of a very relieved looking team RWBY.

"Whiskers!" Yang called out.

"Oh, hey Yang," he greeted, albeit not as enthusiastic as he would normally be.

"Look, I know I'm probably the last person you want to see right now, but I need to-"

"Why do you say that? You're great!" interrupted Naruto.

"Wait, what?" asked Ruby from behind her sister. "You aren't mad at her?"

"Why should I be?"

"I almost killed you!" Yang nearly shouted. Blake placed a hand on her partner's shoulder to calm her down. "You've been in the hospital for the last two days! I've been looking for you so I could apologize!"

"You don't need to," he replied lightly. "It was an accident, and I'm fine! Wait, how did you find me?"

"We asked around," replied Ruby. "Pyrrha said you were hiding in her dorm." Naruto just rubbed the back of his head.

"Wait, how are you out walking around?" asked Weiss. "I saw firsthand how serious your injury was; there's no way you've been discharged."

"I wasn't," grinned Naruto. "When Oobleck came over to help me with something, I snuck away from Rosa, and now I'm waiting for my teammate."

"Isn't that him there?" asked Blake. Naruto turned to see the bird Faunus boy looking around for him. "And is that your other two teammates following him?"

"Finally!" he shouted, walking over to Kohl, who turned around startled. "What's with the fancy get-up?"

"Naruto? Why are yo- and now this all makes senses," he finished with a face palm.

"I've been waiting here since four!" Naruto complained, waving his arms around. Marie and Midnight then rushed out from their hiding spot.

"Naruto! When did you get out!?" shouted Marie. "You can't leave your team in the dark like that!"

"I didn't! I told Kohl to meet me here half an hour ago!" Naruto noticed the realization that hit the two girls. "Wait, something happened…"

"YOU happened, you damn idiot!" the raven-haired teen sighed. "You used Pyrrha's scroll to message me, didn't you? Wait, were you two following me?" he asked Marie and Midnight in realization. The girls ignored his question.

"Yea, so?" replied Naruto. Midnight started to giggle to herself, and Marie walked over to her partner to explain.

"Naruto, I'm going to explain you a thing," she began, throwing an arm around his shoulder. "When you use somebody else's scroll, their face still pops up. Kohl here thought he had a date with the Invincible Girl, only to find you."

"How am I supposed to know how those damn contraptions work?"

"What is going on?" asked Ruby, interjecting. She was completely lost, and from the looks of it, so was her team.

"Team reunion," uttered Kohl. "This is the first time we've all been together since our field trip."

"Can we talk later? I'm starving," complained Naruto. His team silently agreed, leaving team RWBY standing around awkwardly.

"Wait, at least let me get you something to eat," offered Yang. "I still feel bad what I did."

"Wait, _she's_ the one who hurt him?" Marie whispered to Kohl, venom in her voice.

"Marie, Naruto already forgave her," Kohl whispered back to her. "Just let it go." Marie scoffed and turned to Yang.

"You know, if you really felt bad, you'd buy him as much as he could eat," Marie told her. Kohl just shook his head at the pettiness of Marie's suggestion.

"You're right," agreed Yang. "Whiskers, whatever you want, it's on me!" Naruto began to drool uncontrollably, and the two teams entered the restaurant.

* * *

A Few Hours Later

* * *

"You weren't lying," Blake said dryly, although her expression was clearly surprised. Kohl nodded his head sagely. "He actually ate thirty bowls…"

"He's really a bottomless pit," he replied. He stole a glance at Yang, and cringed. She had no idea what she had gotten herself into, and he knew that it was Marie's plan all along. Kohl felt a part of him he hadn't felt in a while, and decided to play a little game. He called over the waiter, who wore a nametag that read Blue, and whispered something to him.

"What was that about?" asked Blake. Kohl smirked at her, and grabbed a pair of chopsticks.

"A little contest," he replied. He then turned to Naruto and called to him. "Hey blondie, how about a little wager?"

"Like what?' asked Naruto, wiping his mouth from some excess broth.

"This place has a secret menu item that only a handful of people have finished. I'll bet you I can finish before you, and anybody else here, for that matter."

"Ramen eating contest?" asked Naruto, his grin threatening to split his face. "I'm so in! What are the stakes?"

"How about this," began Kohl. "We'll all participate, and the losers have to pay for the entire meal."

"Count me in!" shouted Yang, seeing a golden opportunity. Even if she did promise to pay, she severely underestimated how much the boy could eat.

"Sounds like fun," chirped Ruby.

"That's four of us," counted Kohl. He turned to Midnight, who shook her head shyly.

"I'd rather not," replied Weiss. "Something as undignified as an eating contest isn't something I would partake in."

"What she means to say is she is afraid of losing," whispered Blake, just loud enough for the heiress to hear.

"What? No, that's not what I meant!"

"Sounds like it to me," shrugged Kohl. "I guess money can't buy you courage."

"I'm not afraid of anything!" Weiss shouted. "Fine, I'll play your stupid little game." Blake and Kohl high-fived underneath the table.

"I'm guessing you're in too," Kohl asked Blake, who nodded with a small smile. Blue then brought out several forms, and handed them out. "Marie?"

"Yea, yea, I'm in…" grumbled the team leader. She knew what Kohl was up to, but shrugged it off. She'd make Yang pay another day.

"What are these?" asked Naruto, unable to read the papers. He had almost forgot that he hadn't learned the written portion of this new language. He idly began to wonder how long he'd be able to get away with not turning in homework using that as an excuse.

"It's a contract," explained Blue. "By signing this, you can't sue us."

"Why would we sue you?" asked Ruby. Blue gave her a knowing look, but said nothing.

"Alright, so what do I get, once I win?" grinned Naruto, signing the paper.

"Why doesn't the person in last place buy first place dinner next week, instead of splitting the bill?" suggested Yang. She wanted to get first, but wasn't opposed to spending more time with team MNKM.

"Sounds good to me," shrugged Naruto, already thinking of his next bowl of ramen. The rest of the teams either agreed, or didn't care.

"Wait a minute, how old are you?" the waiter asked the red clad girl.

"Um, fifteen?" Ruby replied unsure.

"I'm sorry miss, you can't sign this. Sixteen or over," he said, pointing to the contract. "Come back in a couple of months."

"Aw…" she whined.

"We'll come here for your birthday," Yang assured, rubbing her sister's back. The six remaining contestants were served a massive bowl of ramen which was suspiciously a deep red color.

"What's in this stuff?" asked Weiss, unsure about her decision.

"Secret recipe," Blue responded. "Alright kiddies, here are the rules; once you start, the time begins. For every ounce of water you drink, ten seconds will be added to your time. After an hour has passed from you first bite, your time will be locked. Our record is twenty one minutes and seven seconds."

"Sounds simple enough," shrugged Naruto, eyeing his ramen.

"Also, if you spill any, ten minutes will be added to your time," continued Blue. "Should any of you not be able to finish, or give up, your time will be one hour, in addition to how much food is left. Same rule applies, ten seconds per ounce."

"You're taking this kind of seriously, aren't you?" asked Yang.

"Kid, this is serious," Blue said with a glint in his eye. "Alright, your time starts… NOW!"

The six teens broke their chopsticks and began to dig in, only for Marie, Blake and Weiss to have a coughing fit.

"What did you put in this!?" cried Weiss.

"I told you, it's a secret recipe," Blue replied with a deadpanned expression. Marie took a deep breath and resumed eating the absurdly spicy noodles. From the corner of her eye she saw the two blondes going neck and neck despite both of them sweating bullets.

"This is insane!" Blake muttered, feeling her stomach already upset. She considered throwing in the towel, but despite the ridiculous levels of heat, it was actually quite good. Deciding to bite the bullet, she pressed on.

"How are you guys doing that?" Weiss asked the two blondes. "There is no way your mouths aren't on fire!"

"Shut up and eat!" they shouted together, mouths full. They were indeed suffering, but had come up with a similar plan of attack. Eat now, writhe in pain later. Weiss sighed, and began picking at her bowl. Ruby and Midnight watched their teammates, the former envious that she was left out, and the latter worried it might make her team sick later.

"Alright, we are approaching the ten minute mark," announced Blue. Soon, Naruto quickly slammed his bowl down, and declared himself the winner.

"I'm done!" he panted. His tongue was a deep red, and he was hyperventilating. Yang put her bowl down soon after, and whooped in accomplishment.

"Alright!" she said, pumping her fist in the air. She looked over to Naruto, and noticed how much he was still feeling the spiciness. She was too, but had a much better poker face. She grabbed her glass of water and motioned to Naruto. "Cheers!"

"Yea, cheers," he replied, picking up his own water. They clinked glasses, and began to drink, feeling the cool sensation numbing their pain. Naruto couldn't control himself, and ended up finishing the glass.

"Alright, that is three extra minutes for you, and two minutes for you miss," Blue reminded. The two blondes didn't care, as none of the girls were even close to catching up. He refilled the cups, and stood back to watch.

"Say Kohl, are you almost done?" provoked Naruto, turning to his Faunus teammate, only to see him sitting calmly looking at his scroll with an empty bowl.

"What was that?" he asked, looking up. "Oh, I finished a long time ago."

"What? But I finished first!" Naruto accused. "When did _you_ finish?"

"About ten seconds after you," he admitted. "But technically I'm still winning. I haven't drunk anything."

"He's right," Blue agreed. Naruto stared at his teammate in disbelief.

"How could you?" the whiskered ninja asked in a tone of betrayal. Kohl shrugged, and let out a yawn.

"Well, I used my chopsticks just like you did, and used them to shovel the noodles into my mouth," Kohl explained sarcastically. Naruto gave him a glare, which he ignored. Before long, the contest was over, and Blue began to tally up everybody's time score.

"Alright so in first, we have Kohl with the time of ten minutes and three seconds," he announced, giving the Faunus boy a t-shirt and a gift certificate. "Second we have Yang with-"

"Wait, she beat me too?!" Naruto shouted.

"Yes sir," Blue replied happily. "With a time of twelve minutes and eleven seconds. Naruto got third with a time of twelve minutes and fifty seven seconds! Congratulations to the three of you, you demolished the record. As for the rest of you, Blake got fourth, with thirty three minutes and forty-nine seconds, Marie is in fifth with forty seven minutes and fifteen seconds, and finally Weiss, who failed to finish, and has a time of sixty nine minutes and forty-two seconds."

Marie froze at the realization. She looked over to Kohl who had a similar expression.

"Wait, what if I drink that entire pitcher of water you have there?" asked Marie, feigning like she was still suffering from the food.

"Time's been locked," shrugged Blue. "But knock yourself out."

"So this means Weiss is going to take Kohl out! Aw, you two would look so cute together!" gushed Yang. "With the white and the black! It's basically meant to be."

"Like hell it is!" Kohl replied. Ruby and Yang must have taken his reaction as one of embarrassment, and simply laughed along. Blake on the other hand was visibly concerned for some reason. Team MNKM, however, knew that Kohl wasn't exactly happy with the Schnee family, and began to think of a way to get Kohl out of his 'prize'.

"Hey guys, maybe this bet thing was a bad idea," began Naruto. He would have offered to pay in a heartbeat if he didn't leave his wallet in the hospital. "Maybe we can try something else?"

"Nope, a bet's a bet!" sang Yang. "Maybe our little Ice Queen will finally have her heart melted."

"Shut up!" the heiress cried. She looked at Kohl with suspicion, and couldn't keep the disgusted look off her face. Kohl hadn't personally given her a reason to distrust him, but he was a Faunus regardless. For all she knew that was his plan all along.

"What are you looking at, _princess?_ " Kohl practically spat the last word out.

"Wait, what's going on?" asked Ruby.

"It's kind of a personal thing," Marie replied vaguely. Kohl tore his glare away from Weiss, and tried to calm down. He had to think rationally! Weiss was an arrogant know-it-all, yes, but that didn't give him a real reason to hate her. She might be a part of that wretched Schnee family, but that didn't necessarily mean she was as bad as those who ran her company, right?

"It's about time you stopped giving me that dirty look!" Weiss told Kohl. She then added the next part under her breath. "Honestly, all you Faunus are the same…"

"What did you say?" Kohl asked in a dangerous tone. Naruto felt his stomach churn, and felt all the anger rising from his friend. "You want to run that by me again?"

"I said, 'all you Faunus are the same!" she shouted back. "You're a bunch of lying cheats with no respect for the law!"

"What?!" cried Blake. "How could you say that? Are you telling me you honestly think all Faunus are criminals?"

"Why are you defending him?" Weiss asked shocked. "I'm your teammate!"

"Guys, maybe we should just take a breath and calm down for a second," Naruto began to plead, although it fell on deaf ears.

"Just because you're on the same team, it doesn't mean she had to share your ignorant hatred!" Kohl shouted over his teammate. "How can you be so narrow-minded to hate an entire race of people? I'm willing to bet you haven't ever even held a conversation with a Faunus on your own free will."

"Don't pretend you know anything about me!" Weiss growled. "What would you know about my life?!"

"WILL YOU ALL JUST SHUT UP!?" shouted Yang. She had seen the terrified look on her sister's face, and had had enough. The two teams looked at the now red-eyed blonde, who was calming herself down. A few moments of silence passed before Naruto let out a breath he was holding, panting as he held his stomach. He used his stool to keep himself from falling to the ground.

"Naruto!" cried Midnight, rushing to his side.

"I'm fine Mindy," he chuckled dryly. "Look, tonight ended badly… I'm going to get back to my hospital room before anybody notices I'm gone." He looked to the seven pairs of eyes looking at him, and he sighed. "I don't know how this escalated so much, but we can talk this out later."

"Y-yea. I agree," Ruby spoke up. Her team then stood up, although Blake and Weiss were standing as far as they could from each other as they left.

"Kohl?" Marie whispered so the other two couldn't hear. "I'm sorry; I should have listened to you. If I hadn't tried to get Yang to pay for Naruto's meal, you wouldn't have made that-"

"Don't worry about it," Kohl replied tiredly. He was well aware that his team got along with RWBY fairly well, and it was just his issue with Weiss that caused this problem to emerge… although it did spark something in Blake. Regardless, they'd have to mend bridges eventually. "This is going to be a bitch to smooth over…"

"I guess we should head back too…" she replied. Mindy offered to help Naruto walk, but he insisted he was fine.

"So…" Naruto began. "What's the T-shirt say?"

"T-shirt? Oh, right I haven't looked at it." Kohl unfolded the shirt and extended outward. "It says, 'Champion Noodle Swallower, Blue approved'… great, because that's the message I want to broadcast."

"I like it!" Naruto said in approval. "What message?"

"I think it's better you don't know," Marie uttered. "It might ruin ramen for you forever."

"What!?" he gasped. "Don't speak like that! It's blasphemous!" Marie palmed her face, while Kohl allowed himself a small laugh. Being around Naruto made it difficult to be upset.

* * *

 **OMAKE**

Naruto sat in Oobleck's class struggling not to fall asleep... again. He respected the man immensely for all he had taught him about this world, but something about sitting in a classroom made Naruto sleepier than spamming Shadow Clones for a few hours. He looked around the class, and realized he wasn't the only one. Ruby was doing a variety of activities to keep herself entertained, and that girl Nora from JNPR was passing notes to Ren, who was trying to pay attention to Oobleck's lecture.

"How is that man so excited talking about dead stuff?" he asked himself. Well, maybe excited was the wrong word, perhaps energized would fit better. Oobleck then took a long sip from his mug. 'That's it! His coffee!' he thought happily. His mischievous side hadn't had any fun for a few weeks, so he decided to come up with plan. He wrote a note, and expertly threw it to Nora, who looked over to him confused. She scanned the note, and the grin that made its way on her face held nothing but trouble. Nora wrote a note and threw it back.

'We'll need a distraction.' Naruto nodded, and began to look around before he locked eyes with Ruby. Quickly scribbling a note, he folded it into a star, and threw it with trained ease. Ruby quickly unwrapped the note, and looked back at Naruto and nodded. Naruto looked over to Nora, and made a thumbs up.

"Doctor Oobleck," Naruto called, raising his hand. The caffeinated professor zipped in front of Naruto with a raised eye brow.

"Yes, Mr. Uzumaki? I wasn't done with my segment yet, but if you have a question, let's hear it."

"Right, of course," replied Naruto, peeking over to see Ruby burst into petals and grabbed the thermos off Oobleck's desk. "I was wondering, if we learned about women, or Huntresses rather, in history... wouldn't it be called _her_ story?"

" _Her_ story!?"roared Yang, before erupting in laughter. "Oh wow, I can't believe I've never heard that one before!" She held her sides as she fell out of her chair. Naruto looked over to her confused, while the rest of the class cringed at his pun.

"Very amusing, Mr. Uzumaki, but if you have nothing to contribute, I must ask you don't interrupt for jokes, however funny somebody may find them," he sighed, looking over to Yang, who was struggling to breathe. As he made his way back to the center of class, he found a plastic cup full of black liquid on his desk. He had no idea when Nora had put it there, but it appeared that the two girls were waiting for him to drink.

'I couldn't ask for more loyal partners in crime,' Naruto thought, wiping a tear away. He raised the cup to his lips and took a sip.

* * *

Some time later - school grounds

* * *

"Goddamn it, Naruto stop working out!" cried Marie. "You've been doing push-ups for three hours! Where did all this energy come from?"

"Right!" answered Naruto, jumping to his feet. "Got to do something else, something else." He looked over to his worried team. "You three, fight me! Do it!"

"Wait, what?" asked Kohl, as Naruto sucker punched him across the grassy area.

"You got to be quicker than that!" taunted Naruto, vibrating in place. "What the hell does he put in that coffee?"

"For Oum's sake, Naruto, stop moving!" cried Marie, swinging her sword at Naruto.

* * *

RWBY's Dorm

* * *

"GIMME THE COOKIES!" shouted Ruby, as she jumped from wall to wall, chasing a jar of cookies that was being tossed around by her teammates.

"No! You've already had way to many!' scolded Yang, tossing jar to Blake.

"There is no such thing as too many cookies!" Ruby roared adorably. She tackled Blake, but it turned out to be one of her clones.

"Why are you so hyper?" asked Weiss, not wanting to hold the jar any longer. She had never seen Ruby so... rabid!

"I WANT MY COOKIES!" she shouted, finally managing to clip Blake, who dropped the jar. There was the sound of porcelain breaking, followed by a horrified gasp. "No! You were innocent!" She then turned to Blake, her eyes glowing like a Grimm. "YOU MUST PAY!"

* * *

JNPR's Dorm

* * *

Only one word could describe what had happened to Team JNPR's dormroom.

Nora.

Ren had never seen Nora so destructive before, and seeing his life long friend so crazed made the usually stoic boy actually afraid of her. She had destroyed the beds, and used the pieces to construct a makeshift castle. Jaune was lying unconscious with his weapons scattered, and Pyrrha wasn't fairing much better. She had used her Semblance to soften Nora's hammer strikes, but the girl's brute strength seemed to be augmented even further somehow. Nora stood tall, and laughed maniacally before she looked to Ren.

"Oh Re~en" she sang, making a shiver go down his spine. "Be a doll, and make me some pancakes."

"Y-yes ma'am!" he replied immediately, rushing out of the room. Nora slammed her hammer down on the ground, making the entire floor move. "I'm the Queen of this motherf-ing castle!"

* * *

 **A/N**

 **So, Omakes are something I am trying out, so please let me know what you all think! Oobleck's Coffee was an idea that came from none other than** **THE-Twilight-BlazeKnight. He has really helped me get this story to really become its own thing, and I can't thank him enough. Thanks for reading, and I'll have Chapter 8 up next Saturday. Thanks.**

 **~LVR6**


	8. Tipping Point

Rosa was pacing back and forth with a furious expression. Naruto had snuck out after Doctor Oobleck had asked for him the night before, and the brat never returned. She kept muttering under her breath, cursing the blond ninja, when she heard the door open.

"It's about time you came back, you little brat!" she shouted at the person coming in, only to find herself in the presence of the headmaster. "Professor Ozpin! I thought you were somebody else!"

"I'm sure you did," he said with an amused smile. He took a sip of his coffee and closed the door behind him.

"I take it you're here to see Mr. Uzumaki?" she asked. Ozpin gave her a simple nod. "I'm afraid he's snuck out last night."

"I'm sure he'll be here any moment," he said knowingly.

"What makes you say that?"

"Well, I don't think many other people would scale a building to sneak into a room on the fourth floor," he replied, pointing to the spiky blond hair on the other side of the window. He walked over and slid it open.

"Oh, hey Ozzy," greeted Naruto sheepishly. "How's it hanging?"

"How long have you been there?" asked Rose from behind the headmaster.

"A few hours," he admitted. "I was going to sneak back in when you left."

"You've been pacing Mr. Uzumaki's room for several hours?" asked Ozpin with a raised eyebrow. Rosa began to sputter. "I'm sure you have other patients you must attend to, and I would like an opportunity to talk to Mr. Uzumaki alone."

"Uh, yes, of course," she said in an apologetic tone. Before she left the room, she gave Naruto a death glare and mouthed the words, 'I'll get you next time,' which made a chill go up his spine.

"Alright, Naruto, if you don't mind coming with me to my office."

"Yea, sure," he nodded quickly.

"Oh, and be sure to bring your belongings. Contacting you has become rather difficult when you don't have your scroll with you."

"Rosa keeps taking it!"

"It's protocol," pointed out the headmaster. "And a patient has no business wandering outside his room, unless he is cleared from one of the doctors here."

"I was!" argued Naruto. "Technically, Oobleck is a doctor, right?" Ozpin gave him an amused smirk.

"Well, you're not wrong." The two made their way towards the elevators in silence. Naruto could sense an air of tension around the stoic headmaster, but figured he'd learn what it was once they were inside his office. To his surprise, there were a few people awaiting him. They were Ozpin, Glynda and Professor Port. "Naruto, please, take a seat."

"Uh, ok…" he replied hesitantly. He made his way over when he sensed somebody enter the room through a window. He grew even more suspicious when nobody acknowledged it. He kept his senses flared out, and could feel the mysterious intruder's cynicism. He immediately sprang into action, and threw a kunai at the intruder, and performed an evasive backflip so the he had cover behind the chair.

"Naruto!" scolded Glynda. "Stand down!"

"W-what?" he asked in disbelief. He looked back over to the dark corner, and was surprised to hear dry laughter.

"Wow, the kid's pretty good," complimented the gravelly voice. "Here I thought Oz was exaggerating, but this kid's the real deal."

"Who are you?" asked Naruto, his guard still up. The figure walked out from the dark corner, holding the kunai Naruto threw in a bloody hand.

"Name's Qrow," he replied. "Hell of a throw you got. This knife doesn't seem to be under the influence of Dust, so tell me, how'd you make it cut through my Aura?"

"Yes, please do tell," agreed Ozpin. He hadn't seen Naruto display this ability before. Naruto rubbed the back of his head sheepishly.

"It's wind chakra," he told Ozpin. Qrow walked over and put the kunai on the table, his hand already healing.

"So you really are from another world," pondered Qrow, getting a shocked look from the ninja. "Don't look surprised, Oz told me everything. So, what's this wind chakra?" Naruto looked at the drunk huntsman with suspicion, but Ozpin trusted him, which spoke volumes of Qrow's character.

"It's my affinity. Back home there are five main element types. Fire, water, earth, wind and lightning."

"Interesting," Professor Port mused to himself. "What else have you been hiding?"

"I'm not hiding anything," replied Naruto. "I just don't showcase everything I do. First rule of shinobi training is to always have something up your sleeve."

"Shouldn't we get down to business, Oz? I really don't see what is so important that you had to pull me from my mission."

"Mission?" asked Naruto. The gravity of the situation began to dawn on him, and he put away his cheerful persona, and looked at Ozpin with hardened eyes. "What do you need me to do, Headmaster?" Glynda looked mildly surprised at the sudden change in attitude.

"This is something that Professor Port came across earlier this week. Naruto, you and the rest of the first years had your field trip pushed ahead several months for you to understand how Huntsman and Huntresses are to act on the field. Aside from you little hiccup last weekend in Forever Fall, you and the rest of the first years preformed excellently." Ozpin took a sip of his coffee, and sighed. "However, I'm afraid I have some grave news."

"What is it?" asked Qrow, slurring his speech a bit.

"When Glynda was forced to, 'sedate' you, you had much more chakra than we had anticipated, which resulted in a lot of the chakra that would have been contained to be dispersed into the forest."

"No…" whispered Naruto, feeling a knot form in his stomach.

"I'm afraid so, and given what you told us about the nature of that chakra, it has attracted many Grimm to the area of the incident."

"What are you talking about?" asked Qrow. "The nature of his _what_? Where are you going with this?"

"Qrow, the energy that Naruto houses is essentially concentrated hatred. Given that the creatures of Grimm are attracted to such negativity, it would make sense for them to seek it out. Unfortunately, it seems to be making them more powerful."

"Wait, what?!" shouted Naruto. "How is it making them stronger?"

"There is still much we don't understand about the creatures of Grimm," began Glynda. "What little we do know is that they are attracted to negativity. We aren't sure why, but given this new evidence, it appears that they feed off it to become stronger."

"So the kid threw a temper tantrum, and now we have a bunch of super-Grimm lurking in Forever Fall?" clarified Qrow. "I'm guessing you want me to clear them out before word gets out?"

"In a manner of speaking, yes. However, we wish Naruto to accompany you," Ozpin informed.

"I don't have time to babysit the kid while I'm fighting for my life," retorted Qrow. "He caught me by surprise a moment ago, but I haven't seen him in the battlefield. He'll just get in the way."

"I grew up on battlefields," growled Naruto. He did not appreciate having his skills questioned by some arrogant alcoholic. It brought memories of the bridge-builder Tazuna. "I'd be surprised if a drunk like you could keep up with me."

"Oh? How about you show me what you're made of, short-stuff?" asked Qrow, his hand hovering over his blade. Naruto put his hands together in a cross and muttered under his breath. A massive cloud of smoke covered the room, and when it cleared, there were dozens of Naruto's.

"That's enough!" shouted Glynda, halting the two before they began. "Qrow, you should know better that to taunt a student, and Naruto, you just got out the hospital for the second time this week, stop exerting yourself!"

"I'm not," uttered Naruto, his tone icier than either veteran Hunstman had heard him speak. Ozpin noticed the glint in Naruto's eye begin to flicker red.

"Naruto, control yourself!" ordered Ozpin. Naruto hesitated for a moment, but dispersed his clones wordlessly. He continued to glare that the drunk, who didn't seem fazed by his abilities.

"Neat trick," said Qrow condescendingly.

"Naruto, are you alright?" asked Glynda, her tone a bit softer than Naruto was used to.

"I-I'm fine," he replied, taking a deep breath. "I don't know what came over me." He looked over to Ozpin, and acknowledged his blunder. "Sorry Headmaster. What are the details for this mission?"

"I'm afraid Glynda was right earlier," Ozpin answered. "You just recently were let out from an injury for the second time this week. Once you've recovered, we'll send you and Qrow out."

"Do we have that kind of time, Oz?" asked Qrow. "You said the Grimm were becoming a threat. Wouldn't it be wiser to get this over with sooner rather than later?"

"Under normal circumstances, yes," admitted Ozpin. "However, these Grimm seem to be isolated in that remote area where the incident occurred. Given Naruto's accelerated healing, the two of you should be heading out at the end of this week. If any abrupt changes occur, I will notify you two immediately, but for now, Naruto, please, get some rest."

"Yes, Professor Ozpin," replied Naruto with a bow. He walked over to elevator and went down. Qrow looked over to Ozpin with a suspicious look.

"There is something off about that kid."

"He's a child soldier," replied Ozpin, "I don't doubt that he has seen things no child, or man should ever have to see." Qrow nodded in acknowledgement, and headed towards the elevator.

"I'm going to see my nieces, since I'm here," he said. "I might as well enjoy my few days off."

* * *

After Classes

* * *

"Sooo…" began Marie, looking over to Kohl. "How are you feeling?"

"Alright?" he asked. "Why?"

"Well, I don't know," she replied sarcastically, "maybe you should be a little upset about last night at Blue's?"

"Why are you bringing that up?" he asked irritably.

"Well, you didn't really say anything after it happened, and you've been kind of quiet."

"I'm always quiet," he argued.

"Well, true, but you usually don't frown at whatever you're looking at." Kohl took a deep breath and looked at Marie.

"As much as I want to say I'm over it, I'm not," he admitted. He stood from his bed, and walked towards the door. "I'm going to get some air."

"Oh, alright," replied Marie, a bit hurt that he shut her out like that. She tried her best not to pry into people's business, but Kohl was really concerning her. He had not changed a bit from last night, which made her wonder if there was something that he was hiding underneath his nonchalant attitude. Sighing, she laid back on her bed and began to surf the net on her scroll.

* * *

Midnight was sitting behind a pile of books, and was visibly distraught. She had been at it for several hours, and she finally decided to take a break. Getting up from her isolated corner of the library, she made her way to the cafeteria to grab a cup of coffee. She wasn't a fan of the stuff, but it seemed to help her stay awake, and given that she stayed up the night before trying to get a head start on her homework, she needed the energy. It wasn't often that she found herself without her team, but Naruto was held up with a meeting with Oobleck, Marie wasn't a huge fan of quiet areas, and she didn't want to bother Kohl after the night prior. However, she did see him visibly upset walking briskly down the hall. She would call out to him, but she never was one to shout, so instead, she followed him.

* * *

Kohl needed an outlet. He had been fine for so long, and one stupid girl in white managed to bring back a myriad of feelings that shook him to his core. As much as he wanted to tell Marie, he knew that Naruto would be back any minute, and didn't want to expose him to his bottled emotions. He had expressed just a little at Blue's and Naruto was leaned over a chair struggling to breathe; he didn't want to know what would happen if he let it all out. So, he decided to head to the Emerald Forest, and blow off some stream. With Primrose on his hip, he found himself at the same cliff he and the other first years were flung off a few months ago. He prepared to jump off, when he heard some rustling from behind him. Turning around, he saw Midnight waving shyly at him.

"Uh, hi Kohl," she greeted.

"What are you doing here?" he asked, a bit harsher than he meant. Midnight flinched.

"I-I'm sorry!" she quickly apologized. Kohl felt a bit guilty, and walked over to the girl.

"Don't be, I'm just not exactly having the best day right now." She could tell he wasn't himself.

"Why?"

"It's complicated," he answered shortly.

"D-do you want to talk about it?" she asked. Kohl almost shook his head out of habit, but found himself frozen. Worried, she asked, "A-are you ok?"

"I'm…" he began, as he looked away and covered his mouth for a moment. Then softly, his voice on the verge of breaking, responds, "I'm not…" Midnight didn't know what to do, but remembered what Naruto did for her, so she copied him. She walked over to Kohl, and held both his hands, and tried to meet his gaze.

"H-hey," she began, "what's wrong?"

"I can't keep it in anymore," Kohl whispered, his tone a mixture of anger and something else she couldn't put her finger on.

"You don't have to," Midnight whispered. "I-I'm your partner… you can tr-trust me." Kohl remained silent, although he was trembling. "What happened?"

"Weiss," he finally replied. "Back at Blue's, she hit nerve. Growing up a Faunus is hard, but growing up as one in Atlas… it's hell. Here in Vale, you have people like Cardin who bully us… but in Atlas, we were below even that."

"What do you mean?"

"We weren't seen as people, or even animals. We were scum, hated by everybody… _especially_ the Schnee family," he spat. "Weiss' father paid our little village a visit, telling us we weren't producing as much Dust as the other mines, and he was going to cut our already measly pay, or cut down on our protection." Midnight looked horrified, as Kohl failed to keep his voice from rising in anger. "That bastard didn't cut down shit. He abandoned us completely, and left us to fend for ourselves! None of us were fighters, and before we knew it, a pack of Beowolves found their way into our village, and began to tear apart our home."

"I'm so sorry, I had no idea," cried Midnight, trying to get through to the unresponsive Faunus. He refused to look at her, and continued.

"I just can't see how somebody who comes from a family of monsters like that, has the audacity to tell us that we are nothing but criminals. How the hell would that sheltered little brat know what it's like to struggle to eat every day? To have to sleep with five other children so we didn't freeze to death?! To lose a family member every few years due to a sickness we didn't know we had?!" he shouted, making Midnight flinch away. He reached into the collar of his shirt, and took out a small pendant. He opened it to reveal a picture of a Faunus girl with two wolf ears on her head. "Her family is the reason Primrose died… all because her greedy father wasn't making as much lien!"

"Kohl…" whispered Midnight. "You don't have to be angry anymore…"

"What?" he asked, confused by his partner. He snapped the locket shut, and walked over to her menacingly. Midnight ignored every instinct that told her to run. She was tired of running. "What do you mean? I have every right to be angry!"

"I-I mean y-you can l-l-let yourself b-b-be sad…" she replied nervously. Kohl had never raised his voice at her before, and it frightened her to see such raw emotions. He began to laugh dryly, and slowly, it began to build in intensity. "K-kohl?" He didn't respond, and simply kept laughing, until it became apparent that there were tears flowing down his face. Soon, his laughs were morphed into sobs, and he grabbed the sides of his head.

"GODDAMNIT!" he shouted, punching the ground in frustration. Midnight couldn't bear to see him like this, and knelt down in front of him, and hugged him.

"I know I-I can't bring them back…" she tried to sooth, "but, I promise, I won't l-leave you… You're my friend… an-and I care about you." Kohl clenched his jaw shut, and finally returned the hug.

"I'm sorry," he whispered, wiping his eyes. His voice was still shaky, but it was much softer. "I've never said any of this out loud before."

"You don't have to apologize," she smiled at him. "You told me this when I was still recovering… and now I'm saying it to you. You're my partner, and if I can do anything for you, don't be afraid to ask… or something similar to that…" she added embarrassed.

"That was the gist of it," he said with a laugh, which was followed by a groan. "I can't believe that all came out just now."

"Do you want to go back to Beacon now?" she asked.

"No… I still need to get this out of my system. I'm going into the Emerald Forest for a few hours."

"Will you be alright alone?" she asked, earning a firm nod from the Faunus. "Okay, I guess I'll see you back at our dorm."

"Hold on, wait," he said suddenly. Midnight turned to him confused. He reached around his neck, and took off his pendant. "Look, this necklace means a lot to me… and since I just told you something I've never told anybody… I want you to hold on to this."

"Wh-what? I can't take that!" cried Midnight.

"I don't want you to keep it forever," he said with a forced smile. "I just want you to give this back when you trust me with your past. I can tell when somebody is hiding something, but I'm not going to force it out of you." Midnight was stumped, and had no idea how to respond to that. Kohl took her silence as agreement, and jumped off the cliff into the forest below.

* * *

RWBY's Dorm

* * *

"Are they still not talking?" asked Yang. Ruby nodded solemnly, and continued to polish Crescent Rose.

"Do you think they'll still want to go to Vale on Saturday?" asked the red-clad leader. "I know it was Weiss' plan, but I was kind of looking forward to it."

"Yea, me too," admitted Yang. "It's not often we get to hang out as a team." Ruby hopped down from her bed, and began to rummage through her drawer. "Whatcha looking for, Sis?"

"I was going to go see team MNKM, and ask Naruto about his weapon. I drew up some blueprints for him to look at."

"Wow, you're making him another weapon?" teased Yang. "What's next, are you going to have kids?"

"What?! It's not like that!" shrieked Ruby. "I just want to make sure he's happy with his weapon! I feel bad since his other ones got stuck together when he used them."

"Mind if I come? I don't want to referee Weiss and Blake's silent treatment."

"Yea, sure. I don't think he'll mind." Yang collapsed her scroll, and the two sisters headed out the door.

* * *

Naruto wandered around campus aimlessly after the meeting with Ozpin. He didn't know why he acted out like that, and it almost frightened him to realize that in his head, he wanted to kill Qrow. He refused to believe that was his own thoughts, but he didn't sense the Kyuubi feeding his negativity then. Before long, Naruto found himself in front of Oobleck's class.  
'Strange…' he thought to himself. He turned around to continue walking away, when he heard the door open behind him, and Jaune walk out with a tired expression.  
"Jaune?" he asked.

"Huh? Oh, hey Naruto," greeted the leader of team JNPR. "What are you doing here? Classes have been over for a while."

"I was just walking around. Did you just get out of class?"

"Oh, yes, Professor Oobleck told me I needed to do some extra readings to make up for all the lack of participation in his class," he admitted weakly. "He says at the rate I'm going, I'll be caught up by next semester."

"That's great," agreed the fellow blond. The two then began to walk together. "So, any plans for this weekend? I think my team is going to Vale to scout out some competition."

"Is that this week?" Jaune asked. "Wow, I totally forgot about that! No, my team is staying in to work on some class work. I know they don't need to, but I do."

"It must be nice to have your team support you like that," mused Naruto, reflecting on his time in Konoha.

"Doesn't your team do the same? You all seemed pretty close."

"Yea, they do. I'm still getting used to it," he laughed. He then remembered the photo he had asked Oobleck for when he was in the hospital. He fished around his pouch, and brought out the small picture frame.

"Is that your family?" asked Jaune before looking at the picture.

"No, it's my first team," smiled Naruto, as be began to point at each person. "That right there was Sasuke. He was my rival in everything, and we helped each other get stronger. The girl here is Sakura. She was the first girl I had a crush on. It didn't go anywhere, but we became friends."

"Why do you and Sasuke look so angry at each other?"

"We were arguing before the photo," laughed Naruto. "This is my leader, Kakashi. He was one of our strongest ninja back home, and he taught me the importance of teamwork with one phrase."

"What's that?"

"Those who break the rules are garbage," recalled Naruto. "But those who abandon their friends are worse than garbage." Jaune seemed impressed.

"Wow, those are some wise words to live by." The two boys then arrived to the courtyard, where the rest of Jaune's team was waiting.

"Oh, looks like your team is here," pointed Naruto. "I guess I'll see you around."

"You don't want to join us?" invited Jaune. "I know it's short notice, but I don't think they'll mind."

"I don't know," hesitated Naruto. "I have a lot on my mind, I would just be a drag to be around right now."

"Alright, well, if you change your mind, just call one of us on our scrolls." Naruto gave him a half-hearted nod. "If you want to talk about what's bothering you, I'll be willing to listen."

"Thanks Jaune," smiled Naruto, as Jaune walked over to his team. Naruto sighed and decided it was about time he returned to his dorm.

* * *

Midnight had come back to the dorm to find Marie making a house of cards. She wasn't very good, as she struggled to make the second tier.

"Hey Mindy," droned out Marie. "How was the library?"

"It was fine," she answered, walking over to her bed. She took a seat, and began to inspect her fingers. They were feeling tingly lately, but she wasn't sure why.

"You catch up with all you work?" she asked, placing the cards down, only for the entire thing to fall. "Damn it! This is impossible!"

"You might have better luck if you closed the window," said Naruto, from said window. He was hanging upside down, peeking in. "Is this what you've been doing all day?"

"I was waiting for you!" she retorted. "But Rosa said you were doing something important, so I figured that I would wait for you here."

"It's almost nine o'clock," pointed out Midnight. "Where have you been?"

"I was just thinking about stuff," replied Naruto, rubbing the back of his head. "Wait a second, where's Kohl?"

"You're guess is as good as mine," replied Marie, a bit bitterly.

"He's in the Emerald Forest," answered Midnight. "He wanted t-to test something out, or something." Naruto heard her stutter, and immediately knew was hiding something. Regardless, it was her business. "He should be back soon."

"Well, I guess we can finally follow up on that investigation."

"What investigation?" asked Naruto. The two girls looked at each other and realized that Naruto was never told about it before.

"We were going to try to stop whoever is robbing the dust shops around Vale," explained Marie. "The prices are getting higher every day, and a dust shop gets robbed at least twice a week."

"That's not good," mumbled Naruto. "Well, what's first on the agenda?"

"We don't really have any suspects," added Midnight.

"That's fine," Naruto waved off. "I've always had a knack for running into unsavory people. Let's go to Vale."

"It's past curfew," Midnight pointed out. "I don't think that we'd be able to sneak out so easily."

"You two might not, but I'm a ninja," replied Naruto. He was about to exit the room via window, when Marie grabbed on to his sleeve.

"Not tonight," she sighed. "It's been a long day, and I just want to spend one night here as a team. It's been almost a week with somebody missing."

"When's Kohl coming back?" he countered. The look Marie made at the mention of the Faunus boy spoke volumes. "Did you guys get into an argument or something?"

"No, nothing like that," she waved off. "He was just having a rough day, and I tried to get him to talk about it, but he just went off to train or something."

"I do that all the time," shrugged Naruto. "It's not really that weird."

"You're different," she replied, shaking her head. "You've told us about all kinds of things, so I don't feel bad when you want to keep something secret. We've been a team for almost two months, and all we know about Kohl is that he's an orphan."

"Marie, I'm sure that if you asked him directly, instead of waiting for him to bring it up, he'd tell you. I know I would."

"You'd tell us anything?" asked Midnight, fiddling with her white hair.

"Of course," he smiled. "You guys are my friends, what do I have to hide?"

"C-can you tell us about your childhood?" the pale girl asked. Marie seemed interested as well, almost forming a devious smirk. Naruto on the other hand actually looked downcast.

"Er, which part?"

"What do you mean?" asked Marie. "Are there different chapters to you, oh so, interesting life?" she asked. When Naruto didn't respond, she gave him a questioning look. "Alright, how about something simple, like tell us about your family."

"I don't have one," he answered nonchalantly. He hid the sting of admittance rather well.

"Oh, I guess that's something we all have in common then…"

"Do you know what happened to them?" asked Midnight.

"They, um, died…" he began, "the day I was born." Marie gave him a look of understanding, and rubbed his back. Midnight, on the other hand, could only think of more questions.

"Who raised you?"

"W-what?" asked Naruto, confused. The question caught him off guard.

"It's just your so… nice," she explained.

"Well, I've been on my own since I was kicked out of the orphanage," he replied with a nervous laugh. He intentionally left out how old he was.

"You got kicked out?" asked Marie, almost impressed. "What did you do?"

"I existed," he replied solemnly, before he could register what he was saying. Now, he couldn't hide it. His answer silenced both girls, so Naruto took it upon himself to continue. "My father was the one who put the fox into me in the first place, that monster I told you all about. He told me he thought I would need it when I faced my greatest challenge, but he was banking on his final wishes being fulfilled. He wanted to the village to see me as the hero, who held the beast captive, but instead, they all saw me as the Kyuubi itself. I remember running away from mobs wanting to avenge their family that were killed by the Kyuubi every anniversary of the incident."

"Oh my god," whispered Marie to herself. "What the hell kind of village did you live in?" Before he got the chance to answer, there was a knock at the door. Marie was the closest, so she walked over and answered it.

"Hey! Were you guys asleep?" asked Ruby.

"No, not yet," replied Marie. "Can we help you?"

"Oh, we were looking for Whiskers," said Yang from behind her sister. "Is he around?"

"Right here," called out the ninja. "What's up?"

"Rubes here drew up some weapon designs that she wanted to run by you," explained Yang. Ruby just looked away embarrassed.

"Sounds awesome!" Naruto exclaimed, trying to push behind the conversation he was having prior to the sisters' arrival. "Come in, we can talk about it on Kohl's side of the room. He's not here yet."

"Really? Ok!" replied Ruby, walking in towards the empty side of the room. Midnight and Marie made their way to their side.

"So, what are we looking at?" asked Naruto, as the two sisters sat next to each other. Ruby began to talk animatedly, visibly excited, while Yang was just listening to the two. The female half of team MNKM just sighed, completely baffled at the one-eighty shift in Naruto's mood. There was something clearly wrong with him if he could just switch off his emotions like that.

"Are we going to talk to him about this later?" asked Midnight in a low whisper. Marie nodded, and put a reassuring hand on Midnight's shoulder.

"We'll figure out what's going on in that head of his," she whispered back, before adding jokingly, "even if we have to beat it out of him."

"Hey!" called Naruto, getting the two girls to freeze.

'Holy shit, how did he hear that?' Marie thought frantically. "Y-yea?"

"Ruby's team is going to Vale this weekend too, you think we can all go together? I just want Kohl and Weiss to be on good terms again."

"We'll see," replied Marie. "He's kind of in a mood. If he agrees, we'll go for sure."

"Sounds great," he acknowledged, turning back to the two girls. "So we're probably in. So, what's this one do?"

* * *

Somewhere in Vale

* * *

Torchwick laughed to himself as he saw the giant crates of Dust he had stolen. He would still need to get a lot more, but his plans were going so smoothly, it was as if there was no police or Huntsman looking for him. He took a seat and leaned back in his chair, content with himself. As he leaned back, he saw his associate looking at him with a smile.

"You know what I'm thinking, Neo?" he asked. "I think we should go celebrate."

The silent girl gave him a nod, smile ever present.

"The Schnee shipment is coming this weekend, and with everything going the way it is…" he trailed off for a moment. He readjusted himself so he faced Neo. "I was thinking you and I could take tomorrow off, and _enjoy the sights_." The short girl smirked, and followed Torchwick out of the warehouse.

* * *

 **A/N**

 **So I'm a day late, my bad.**

 **I try not to make a habit about addressing reviews (especially Guest reviews) in my story, but this guy really put a lot of time in his review, which was mostly negative, but had a couple points... Not good ones, as they were later explained, but they were there.**

 **To 'Regarding'  
RWBY is a fantasy world, and the first chapter wasn't the entrance exam (If you even watched the first Volume you would know that) it's the initiation of the freshman. As in, they are already students. As in, they aren't applicants anymore. I know that there could have been students who died in the forest, but canonically, they didn't. It wasn't even implied that there was any deaths. As for the other students who didn't show up later, it could just as easily be argued that the test only had so many chess pieces so there wouldn't be so many people who passed, or that they just failed and were sent back home. Volume One is lighthearted, and the series progressively gets darker, so, I'm following that tone for a while before the story branches off into it's own thing.**

 **Your suggestions for what to do with Naruto are fine, but very overused. I'm giving him his own team, which, if you read the premise, was mentioned. Having a five man team doesn't make any sense to me, since everybody has their own partner, and putting him on an existing team with a missing member? Do you want me to kill off characters to stick Naruto in it? Yea, no, that's not happening. Do you even know what a plot device is?**

 **I will agree that I could have written Ozpin as a bit more shocked at Naruto's pace of learning, but I've never seen Ozpin be surprised at anything. That man has one hell of a poker face. Also, you can't just 'give' somebody an aura, and Naruto had three months to learn about the world with Oobleck, so obviously when Naruto told him about his chakra, Oobleck would have made the comparison to Aura.**

 **Naruto did cave in pretty easily, but he's been living there for three months, and is well aware that he does not have the means to get back home. I didn't write it out blatantly, but Naruto did dwell on the matter before he even spoke to Ozpin. It's in Naruto's nature to want to protect people, and going to school was his best bet of learning what he was dealing with. He'd have to be beyond stupid to charge in head first into an unknown world with unknown threats.**

 **Also, I never once wrote the word charity in the first chapter, I wrote 'generosity', which, if you were paying attention, was from Naruto's point of view. He doesn't know how Remnant or Vale works, so that entire paragraph is no longer relevant, so I won't address it anymore.**

 **And for your suggestion that Naruto should be a darker character, you fail to realize several things. One, Naruto didn't witness the destruction of the village first hand, he arrived after the fact, two, I'm trying to keep Naruto's canon persona for at least one volume before I try to change aspects of him, and three, the core of Naruto's character is to smile through everything, just look at his childhood! If being neglected and alienated for years and not knowing why didn't break him, killing off a character he's only had a handful of conversations with up to that point won't either. It will hurt, but he'll bottle it up like he always does. If I wanted a jaded or cold character, I would have brought along Sasuke, since I wouldn't have to change who he is to fit the narrative.**

 **As for you other gripes, obviously this story isn't for you. I appreciate the feedback, but your suggestions have no place here, as they would, one, make this fiction into something that _YOU_ envisioned, and two, your last statement is jumping the gun quite a bit. You read one chapter, wrote a five hundred word review nitpicking what you didn't like, and assume you know how the story is going to end. Yea, that's pretty presumptuous. **

**I thank you for taking so much time to write that wall of text, and I'm glad you think me a good writer, but your suggestions might fit in another story, not this one. You want realistic, yet you read stories about an orange clad ninja who can blow up entire city blocks on a whim if he were to be serious. I can't change what you want, just as much as you can't change the direction of my story. I hope you read this, since I spent so much effort addressing this.**

 **-end rant**

 **And Czar Joseph, I don't take kindly to demands. I'll probably put a poll as volume two is out, so just wait on it.**


	9. Conquering Remnant

Ruby and Yang watched as Naruto took his new and improved weapons on a test drive… a proper test drive this time.

"Ok, so I make this shoot how?" asked Naruto, wielding his new burnt orange weapons. They were still arm bracers, but Ruby had made them easier for him to use in combat. She wasn't aware of his fighting style, so she picked a random method with what the school's armory had.

"I made them work like Yangs," admitted Ruby. "You just have to generate enough force when punching to make it go boom."

"So when I punch, bullets come out?" he clarified. Ruby happily nodded. Naruto took a standard boxing stance, and took a few jabs with both weapons. To his surprise, they worked perfectly, and two rounds of Dust shot straight ahead of him. "Awesome!"

"I also replaced the bladed parts, since you mentioned that you didn't know how to use them well."

"Then what are these little knife-looking things on the top?" asked Naruto, seeing the short point between the twin barrels one each wrist.

"If you press the button on the top there, when you punch, the knives will launch instead of the bullets. I attached it to some wire, so you can set up traps and or bind your opponents, since you said you were into that kind of thing."

"I do like me some bondage," smiled Naruto. Yang just snickered under her breath, as the innuendo flew over Ruby's head. "These are great Rubes, I still can't believe that you made these for me."

"Oh, well, you know," she replied, kicking the ground shyly.

"When did you start calling her 'Rubes'?" asked Yang.

"I don't know," replied Naruto. "It might have started a few nights when we were putting these things together."

"So do you like them?" asked Ruby.

"Hell yea!" replied Naruto. "These are way more my style, and you remembered to put the spiral like last time! I wouldn't trade these for anything." Ruby just smiled at the praise, while Yang gave Naruto a meaningful look. He was so honest about his excitement; he wasn't just saying it to boost Ruby's ego.

"At this rate, you and Ruby will both be weapon dorks," joked Yang.

"Yang!" whined Ruby.

"Oh, about the trip to Vale tomorrow," Naruto began, scratching his head nervously. "Kohl said he'd go, but Ozpin told me the other day that he was going to need my help this weekend with something, so I'm not sure I'll be able to go."

"When did this happen?" asked Yang.

"A few days ago, when we were talking about the blueprints."

"We made the plans that day!" she accused.

"I totally forgot about that," he answered lamely. "There was a lot on my mind that day, so it just kind of slipped. Besides, he only needs me for one day. I'm sure I'll be free on one of those days."

"Great! It's a date," purred Yang jokingly.

"Yaaang," complained Ruby. "You said you wouldn't flirt with my friends!"

"He's our friend," corrected Yang. Naruto just laughed it off.

"Do either of you want to spar?" he asked, bouncing on his feel.

"Are you low on Aura?" asked Yang, a bit hesitantly. Her tone was no longer laid-back.

"Well, not exactly," he shrugged. "I don't have any."

"Wait, what?" asked the two sister's simultaneously.

"I don't have an Aura," he reiterated.

"How did you get into Beacon?" asked Yang. "Everybody has activated their Aura, even Jaune."

"I think he told me that Pyrrha unlocked it for him," recalled Naruto. "Either way, I don't have any. It's not locked or anything, it's just not there."

"That doesn't make any sense," Ruby said confused. "Dad always said that every living creature has a soul, and everything that has a soul has Aura, and you're alive, so you should have a soul… Why don't you have Aura?"

"Well, Grimm don't have souls or Aura," Naruto chuckled ominously, which freaked out Ruby.

"Hey, stop that!" cried Yang. "Don't scare Ruby like that."

"I was joking," he tried to placate. "I already talked to Ozpin about it, and he's fine with it."

"Is that why you don't spar in Glynda's class?" asked Ruby, leaving her hiding spot from behind her sister.

"Yea, pretty much," he admitted. "But I can totally hold my own in a fight. Last time was a fluke."

"I don't think I can fight you like that again," faltered Yang.

"It was an accident! It wasn't your fault," groaned Naruto. "Fine, Ruby, how about you and me?"

"You still owe me that race," she pointed out.

"Fine, we'll race, and after I beat you, you'll fight me?" asked Naruto.

"After you beat me?" questioned Ruby.

"Hey, her semblance is speed," pointed out Yang. "If you don't even have an aura, how are you going to keep up with her?"

"I don't need one," Naruto replied, a bit tired of explaining himself. He then turned to Ruby. "Look, we'll start here, run around Beacon, and tag Yang to finish. Sound good?"

"Yea!" she cheered, getting in a runner's position. Yang sighed, and walked between them.

"On your marks," she began, lifting both hands up into the air. "Get set." Naruto crouched down, and looked ahead, as Ruby was jittering in excitement. "GO!"

In a burst of petals Ruby disappeared, and a cloud of red rushed towards the far end of the school. Yang's jaw nearly dropped when she saw Naruto sprinting next to it with his arms raised behind him. They were neck and neck. As soon as the two turned the corner, Yang snapped out of it.

"How is he doing that?" she asked herself. Unbeknownst to her, Kohl had arrived, looking for Naruto.

"He has a lot of tricks up his sleeve," he answered. Yang let out a girlish yelp in surprised at the sudden voice. "You get used to them after a while."

"Where did you come from?" she asked. "Wait, what do you mean you get used to them? What else can he do?"

"Not my secrets to tell," he replied with a shrug. "So what is he and your sister doing?"

"They're having a race," she replied. "Around Beacon."

"For what reason, exactly?"

"Naruto wants to spar with Ruby, but she insisted they raced first." Kohl nodded, although he looked a bit annoyed. "What's wrong with that?"

"He's on doctor's orders to rest; Ozpin has a mission for him this weekend."

"I know, Whiskers just told us about that."

"It's supposed to be kind of a big deal, which is why I was told to keep an eye on him." Yang cracked a grin.

"Wow, Ozpin assigned you to babysit your teammate? Why doesn't your leader do it?"

"She was supposed to, but then she used her leader position to bestow the responsibility on me," he sighed. Yang laughed at the Faunus' misfortune.

"That's pretty sneaky," she praised. The two heard a sound coming from the other end of the school, and saw Naruto casually out pacing Ruby. He had a wide grin on his face, until he saw Kohl. He stopped dead in his tracks, and ran the other direction, leaving Ruby to tag Yang first.

"YES I WIN!" she cheered, although she was visibly exhausted. "I've never had to go so fast before," she panted. "Where did Naruto go?"

"He's hiding in that tree," Kohl pointed, as an orange clad leg was sticking out of the branches. He walked over to it, and began to shout at him to come down.

"Ha, boys," joked Yang, seeing Kohl pick up rocks and beginning to pelt Naruto.

"Wait, does this mean I cheated?" asked Ruby horrified.

"Well, technically, no," replied her sister. "Kohl cheated."

"So I still win?"

"Yes." Ruby fist pumped in the air, and let out a cheer. "Well, I guess no spar for him."

"Wait, what do I get since I won?" she asked.

"I don't know, you two never agreed on anything. I guess you should go discuss this with him then." Naruto then fell out of the tree, and was being dragged by his foot across the floor. "Hey Whiskers!"

"My name isn't Whiskers!" he cried indignantly. "I've told you so many times, it's Naruto!"

"It's such a good nickname though!" she argued. "How often do you see a dude with whisker marks on his face?"

"Anyways," interjected Ruby. "What do I get since I won?"

"You didn't win," replied Naruto. "I was ahead of you the entire time!"

"But you never tagged me," replied Yang. Naruto's face fell.

"Damn it Kohl, see what you caused?"

"What I caused?" he questioned. "You're the one who keeps leaving without permission!"

"Since when do I need permission to walk outside?" Kohl just sighed in defeat. He didn't have the energy to argue with Naruto.

"Soooo," Ruby cut in once more. As comical as it was to see Naruto on the ground arguing to a teen holding on to his foot, she wanted her prize. "What did I win?"

"I don't know, what do you want?" asked Naruto, still lying on the floor.

"Why don't you take her out to eat?" asked Kohl sarcastically, "because last time that idea worked out so well."

"I'm sorry about Weiss," apologized Yang. "She said some things that were really out of line."

"Yea, she didn't mean what she said," added Ruby. "I know she's kind of mean, and rude… sometimes scary, but she's nice sometimes." Naruto nearly face palmed at how her description of Weiss didn't help.

"I get it," Kohl answered. "You two are her teammates, and you're looking out for her, but I don't want an apology from you two."

"Kohl, come on," Naruto exhaled. "I'm sure that there is a reason she said that."

"How does that excuse anything?" bit back Kohl.

"Well, you did always glare at her whenever our teams hung out," pointed out Naruto. "I didn't say anything, but I could totally tell you didn't like her."

"Wait, so you _were_ giving her dirty looks at lunch a few weeks ago?" asked Yang. Kohl almost flinched. "Why?"

"I have my reasons," he replied evenly.

" _How does that excuse anything?_ " mimicked Naruto. "You two have had something against each other before you two even had a conversation." Kohl couldn't think of a response. "Look, Kohl, I'm not attacking you, but you did kind of start it."

"I thought Weiss was being paranoid," Yang whispered to Ruby.

"You're right," Kohl admitted after a few moments. "Damn it, that mean I have to apologize too."

"Were you not going to?" asked Ruby.

"I didn't feel a need to," he admitted. He shook his head at himself. "Whatever, I'll see you and the rest of your team this weekend. Naruto, I'll be back at the dorm. If you do spar, don't lose another lung, alright?"

"No promises," joked Naruto, only to get a pointed glare from the three teens around him. "Alright, fine, I promise, geez…"

* * *

Ozpin looked at the screens that showed the rapidly aging Grimm. The creature of Grimm have always been difficult to study, but with this alien energy fueling them… it was completely unprecedented. He ran his hand through his hair, and leaned back on his chair.

"Can I help you, Qrow?" asked Ozpin.

"I'm beyond help," he joked, taking a swig from his flask. "So, Glynda explained Naruto's situation in further detail. How does a kid get sucked up into so much shit?"

"I honestly don't know," Ozpin answered tiredly. "His intentions are pure, and he has the skills to follow through."

"Then why make him a student? If what Glynda said was true, he could be out there with the best of them."

"Naruto has this mental block that developed when he arrived," replied Ozpin, "at least that's what we've speculated."

"A mental block?"

"We aren't sure what is causing it, but he doesn't allow himself to let loose in any circumstance. His guard is constantly up, as you can attest when he attacked you."

"He might be a little paranoid," admitted Qrow, "but as impressive as that was, Glynda claims he could bring about the end of the world. With the Grimm on the rise, and the Queen on the move, we can't afford to have an unknown threat linger over our heads like this."

"I'm aware, Qrow. I've been working with General Ironwood to come up-"

"You brought Ironwood onboard?" groaned Qrow. "As powerful as an ally you may think him to be, he's still has his own agenda."

"What are you talking about?" asked Ozpin. Qrow looked around the room, to ensure they were alone.

"Oz, he's using Naruto's chakra for his own gain." Ozpin was genuinely surprised. "I saw it with my own two eyes. He made this robot girl who can produce her own Aura. Well, with the advances you guys had with containing Naruto's energy, he's been taking doses and gradually feeding it to other subjects."

"How did you find this out?"

"Ironwood always does things loudly," replied Qrow. "Whether it's announcing his new toys, or bragging about the advancing Dust utilizations. I keep tabs on him, but about a month ago, he stops completely. He stopped advertising his military power, which in itself is strange, but he hasn't brought it up to the public since. Naturally, I got curious. On my way back here from gathering intel, I stopped by his labs, and found this." Qrow handed Ozpin his scroll, and on it were several photos of a young looking boy with a pained expression. The teen had grey hair, although it was hard to tell with the poor lighting.

"What did you do?" asked Ozpin, fearing Qrow acted out in spite of the general.

"Nothin'" he replied. "If I did, he would have known something was up. Besides, the boy is getting the hang of his new energy at an alarming rate. He detected me while I was in my _flight_ mode." Ozpin took a deep breath, and returned Qrow's scroll.

"Very well," he said simply.

"So, what are we going to do?" asked Qrow.

"We wait. If this is truly something that he's been doing with Naruto's energy, it's only a matter of time before he realize how little he understands it."

"Then he'll come asking you…" Qrow realized.

"Precisely," smirked Ozpin, picking up his coffee mug. "Say, you said you were going to see your nieces the other day, yet you never went to visit them."

"Yea, I figured if I did, they'd want in on the mission. I'll stop by after it's done."

"You went bar hopping again, didn't you?" asked Glynda, arriving in the elevator.

"How did you even hear what we were talking about?" asked Qrow.

"I didn't," she admitted. "I could smell the stench of liquor on my way up, so I assumed you were visiting again."

"Fair enough," shrugged Qrow. Ozpin simply smiled at the two veterans, and took a long sip from his coffee.

* * *

Naruto grumbled as he was told the rules to the board game Ruby insisted on them playing. Apparently, he was playing as the kingdom of Vacuo and was supposed to conquer the four kingdoms. He thought it sounded cool at first, but when Ruby brought out a deck of cards, he realized that it was a bit more complicated than just moving pieces like Shogi.

"So, that's pretty much how we play," grinned Ruby. She had invited Jaune and Yang to fill in the two other spots.

"You're going down, Whiskers," declared Yang, as she began to shuffle the cards with flashy techniques.

"I'm guessing you play a lot?" asked Naruto, seeing at the tricks she was performing.

"We used to play when we were kids," informed Ruby.

"But it's way more fun with four people," added Yang. Jaune was sitting eager to try his hand at this game.

"Alright, I'm Mantle!" Jaune realized. He looked over to Naruto, and whispered to him. "Would the Kingdom of Vacuo be willing to form an alliance for now?"

"What do you mean?" he asked. "She said it was everybody for themselves."

"They're sisters, you think they won't take it easy on each other?" asked Jaune. "I know whenever I played board games back home, my sisters would always try to eliminate me first."

"Wow, so it was like a two on one?" asked Naruto, getting Jaune to shake his head.

"Try seven on one," he shuddered. Naruto's eyes widened.

"You have seven sisters?" he asked loudly enough for the girls to hear.

"Jaune, you have sisters?" asked Ruby. "Why haven't you ever talked about them?"

"I don't know," shrugged Jaune. "They never really come up."

"Wait, hold on, I'm still trying to understand this," interrupted Naruto. "SEVEN?"

"Yea," Jaune waved off. "We're eight all together."

"You're so lucky…" sighed Naruto. The three other players gave him a look.

"What about you?" asked Yang. "Any brothers or sisters?"

"Nope," Naruto tried to wave off. "Only child."

"What about cousins or something?" asked Ruby.

"Not that I know of," he answered. "I grew up by myself, so having seven sisters is just crazy."

"You never asked for a younger sibling?" asked Yang. "My dad said I did when I was two, which is why Ruby's here now."

"Let's get back to this game," interrupted Jaune, seeing Naruto hiding the pain in his expression. "So which one of you is Vale or Mistral?"

"I'm Vale," replied Ruby. "Alright so who's going first?"

Naruto bit the inside of his cheek as his turn approached. He had no idea what the cards did, since they were 'self-explanatory', but all he saw was the little pictures. ;

"Alright Whiskers," teased Yang, "Your move."

"Right," he shrugged, as he randomly picked a card. "I can play this one, right Jaune?"

"Yea," he answered. "That's a pretty bold move though, are you sure you want to do that?"

"Why not?" he shrugged. He placed down the card, which had a dark elephant like grim on it.

"Godly Goliath?" squealed Ruby in fear. "On your first turn?! Have you no mercy?"

"Wow, that's a really lucky draw," commented Yang. "But you just activated my trap card, Sudden Sand Stream! I'll use this on my own kingdom of Mistral to buy myself few turns, while damaging your ground forces as they try to advance!"

"And you activated my trap card!" declared Jaune. "Precious Possession Grimm lets me counter your trap and turn it against any target of my choosing."

"Oh no!" cried the two sisters.

"I choose, Vacuo," Jaune said menacingly. "And since Sudden Sandstorm is a Vacuo card, Naruto gets to play another card."

"Are you two working together?" accused Yang.

"You two were too!" replied Jaune. "You could have just as easily attacked Ruby's naval forces, but you both attacked mine."

"So, I can play this card, right?" asked Naruto, confused. Jaune got stars in his eyes and nodded. "Kay, I play this whirlpool thing."

"You drew Reverse Vortex?!" asked Yang.

"I guess so," he answered. "What's it do?"

"It lets you scavenge any sunken boats, which would be all of Jaune's and you get to add it to your fleet!" explained Ruby. "That effectively doubles your navy, and since Sand Stream is damaging all invaders, we can't attack you from ground either!"

"But that leave an attack from above!" Yang realized. "I activate Murder of Nevermores! If I roll an even number, I get to disable your ground troops, forcing you to have to attack by sea, which would leave your kingdom vulnerable! And if I roll an odd, I can disable your naval forces, forcing your ground trips to make the trek by foot!"

"Wait, what does the elephant thing do again?" asked Naruto, as Jaune was pointing at it.

"Oh no, Yang! You forgot about his Godly Goliath! It prevents other Grimm cards from affecting his Kingdom!"

"Wow, rookie move Yang," smirked Jaune. Yang looked torn. She had essentially just given Naruto a lead that would be next to impossible to catch up to.

"Sh-shut up! It's been a while since I've played!"

"So what does this mean?" asked Naruto, scratching his head.

"You've almost won on the first round," replied Jaune. "Even if we all tried to attack you, you're ground troops will wipe out anything that gets close, and your navy is bigger than Ruby's and Yang's combined, since they lost some when they attacked me."

"So, what do I do now?"

"If you have any card you want to set down, now's your chance," cried Ruby dramatically.

"How do I know which one I can set?"

"It's the one that says Trap card," replied Yang, a bit skeptically. Naruto just nodded, but his confused expression didn't change. "Do you have any?"

"I'm not sure…" he admitted. He looked over to Jaune for help, so the fellow blond slid next to him, and gave him some advice.

"So, you have three you can set, but you can only pick one," he explained. "I don't know what kind of power play you want to make next turn, so you can pick which ever one suits you."

"What do they do?" he asked in a whisper.

"Naruto… do you not know how to read?" asked Jaune softly enough for the two girls not to hear. Naruto's eyes widened a bit, but nodded slightly. Jaune looked surprised, but tried to hide it. "Alright, so this one can counter any trap that targets you, that one can protect your forces from battle, but I doubt you'd need that one, and the last one reverses the dice roll of another card to have the opposite effect."

"T-thanks Jaune," Naruto replied, as he picked the last one. "I think I'm done now…"

The rest of the game did not last very long, as Ruby found her ground forces taken out by Jaune, and Yang had her naval fleet decimated by Naruto. Naruto sat there confused at how he'd won, but silently thanked Jaune for walking him through it.

"How..?" whispered Ruby dramatically. Yang just sighed in defeat.

"You win this time, but next time, it's everybody for themselves," she demanded, glaring at Jaune.

"It was his first time playing," he quickly said as he raised his hands up in defense.

"I, um, should get going," said Naruto, quietly pushing his chair back. The two girls waved at him and began to put the game away, as Jaune quickly followed Naruto.

"Hey, what's going on?" he asked. "Are you ok?"

"Yea, I'm fine," replied Naruto, plastering the fake smile he mastered growing up.

"Are you sure? You seem really out of it." Naruto looked around, and sighed.

"So it's that noticeable?" he asked, as Jaune nodded slightly.

"Well, I get the feeling you don't want to talk about it," began Jaune, "but I don't want to just leave you like this." Naruto looked at him with some surprise. "You see, it wasn't until I got to Beacon that somebody actually believed in me. When I told my family I wanted to be a Huntsman, they told me to not be ashamed to come back home. Not even for a second did they believe I had it in me."

"I'm sure they didn't mean it like that," replied Naruto.

"No, they did. You see, every man in my family was a hero, my father, my grandfather and his father before him. When I was little I wanted to be like them, because they did what was right, but after I realized how great they were, I felt I'd never grow out of their shadow."

"Jaune, you're a great leader," Naruto stated firmly. "I wasn't there to personally witness it, but team RWBY said that you really took charge, and your team trusted you. You might not be the greatest fighter, but neither was I."

"I don't think I've seen you fight before," chuckled Jaune. "Even then, I've never won a sparring match in Glynda's class."

"Look, my father was the strongest leader my village ever had, and I idolized him. When I found out he was my father, I realized how much further I had to go to follow in his footsteps. I know how overwhelming it can be, but you have your friends and your team. You're not alone, and with their help, you can become stronger."

"Heh, I came over to make you feel better, and here you are giving me an encouraging speech," laughed Jaune. "What I was trying to say is, even with all the family I had, it hurt to think that they didn't think I had it in me to achieve my dream."

"But how?" asked Naruto. "You had to pass some sort of screening to get here, right?"

"I, um…" Jaune began nervously. "I faked my transcripts."

"No way…" Naruto said with wide eyes. Jaune didn't know how he was going to take it, and opened his mouth to explain, but Naruto beat him to it. "That's awesome!"

"W-wait, what?"

"I mean you managed to fool an academy that trains the best of the best, and even if somebody at Beacon knows, that means whoever it is, knows how much potential you have too! You must have somebody pretty high up there vouching for you if you haven't been caught this long."

"You think?" asked Jaune nervously.

"Hell yea," Naruto replied with a fist pump. "I know Ozzy's looking out for me, so he must know see something in you that nobody else does, and I think if you work a little harder, so will everybody else."

"Thanks, Naruto."

"No problem," he shrugged with a wide smile. The two walked in a comfortable silence before Naruto broke a few moments later. "Hey, what's it like growing up with a family?"

* * *

Midnight sat with her two teammates as they discussed the Dust robberies, while she silently listened to them bicker. It was all in good fun, apparently, but Marie seemed to be winning. She decided to tune them out, and just think about her previous conversation with Ozpin a few days ago. He had connected her to the incident so well, and only needed her to confirm his findings. Ozpin was scary good at digging up somebody's past, but she figured that it would be kind of difficult to hide hers, give the notoriety.

" _Don't worry about him, Mindy,"_ the whispered spoke softly. _"If worse comes to worse, I'll take care of him"_

Midnight remained silent, as her teammates were sure to hear her if she spoke. Instead, she excused herself to go on a coffee run. They didn't seem to think anything about it. "How are you here?"

" _What are you talking about, I'm always here."_

"You only come to me when I'm alone! Why are you here now?" she demanded in a harsh whisper. She made her way down the hall as quickly as she could.

" _I come to you when you have doubts, and this time is no different."_

"You're the reason-"

" _Shut up! Stop blaming others for you problems! You aren't the only one who suffers!"_ the voice hissed. Midnight came to a sudden stop. _"I don't want you to be hurt, Mindy… I just want to protect you."_

"Protect me?" she whispered. "What are you talking about?!"

" _You know it's true… I've only wanted what was best for you."_

"Why are you saying this? You've never shown me kindness before, what's changed?"

" _Who protected you from those Grimm in the Emerald Forest? Who drove away everybody in Forever Fall?"_

"You hurt Naruto!" she accused.

" _Idiot! He's a walking time bomb! He told you himself! Any day now and he'll kill you all! I don't want that around you!"_

"You're lying… You just want to protect yourself!" she shouted. "YOU'VE NEVER CARED ABOUT ME!"

Midnight realized that she was in front of the cafeteria, and was causing a scene. She tried to turn to leave, but she ran into somebody standing there.

"Are you ok?" asked the giant teen. He was at least seven feet tall, but had a gentle air around him. She shook her head, wiping her eyes. The teen then reached a hand down to help her back up to her feet. "What's the matter?"

"I… I can't say," she replied.

"I'm Yatsuhashi ," he introduced himself. "Can I do anything to help?"

"I need to find Naruto," she replied. "He's the only person I can talk to." Yatsuhashi smiled at her, and nodded. He scanned the room around him, and frowned.

"He's not in the cafeteria," he replied. "Why don't you use your scroll to find him?"

"He never has it on him," she explained. She heard more whispers, but did her best to ignore them. She began to dig her fingers into her head again, as she panicked. "I'm sorry, I have to go!" She took off running in the opposite direction and made herself outside where there were less people.

" _You're never going to run from me, I'll always be with you."_

"Shut up!" she pleaded.

" _Why do you reject me, Mindy?"_ it asked in a hurt tone.

"You aren't real," she denied. Midnight had had enough with the voice, and found herself thinking herself crazy. She didn't notice her Aura begin to glow a dark green color surrounding her body.

" _I was,"_ it replied softly. _"Twelve years ago, do you remember?"_

"That wasn't my fault!" she shouted, tearing at her hair. She had smudges of red in her normally brilliant white hair. "I was a child!"

" _I NEVER BLAMED YOU!"_ the voice roared, in a distorted snarl. It almost sounded like a Grimm growling. Midnight covered her ears in a futile attempt to silence the voice. " _I could never blame you."_

Midnight's eyes widened when she realized what the voice had told her.

"You don't?" she asked hesitantly. The voice softened, and began to give a grand explanation, making Midnight question herself.

* * *

Torchwick laughed to himself as he and Neo held up another Dust shop. Their operation was running very efficiently, without a single hiccup so far. What's more, it seems that they robbed the same shop owner three times at different locations. At this point, the owner knew the drill, and didn't need to be told what to do.

"Now that's what I call service," joked Torchwick, getting the short girl to smile at him.

"Sir, we've cleared out the shop," a goon informed. Torchwick waved him off, and they all exited from the shop. The two partners were about to follow, when they heard a massive explosion outside the shop. Quickly, the two rushed to see what it was, only to be awestruck by the sight. On the floor laid all his henchmen, which consisted of White Fang members, and floating above them was a teen with greyish blue hair staring at them impassively. His eyes glowed red for a moment as he scanned Torchwick and Neo.

"Target one: Roman Torchwick; wanted for assault, destruction of property, theft, and murder.  
Target two: name, unknown," he muttered to himself. He used his scroll to take a picture of the two, and continued to talk to himself.

"Wait, this kid is a cop?" asked Torchwick, getting Neo to shrug. The teen landed on the ground with a heavy thud.

"Roman Torchwick, you have the right to remain silent, anything you s-" he was cut off by a flare fired off by Torchwick's cane. He and Neo then began to make their getaway, when the teen emerged from the smoke relatively unharmed.

"What the hell is that kid?" asked Torchwick, as the teen took off into a sprint. He fired off more flares that didn't slow down the teen one bit. He then tackled Roman, as Neo drew her parasol.

"If you continue to resist, I'll have to use force," the monotonous teen spoke again. Neo bashed him over the head, getting him off Torchwick, and handed him his cane. The teen got up and shook the cobwebs out of his head, and began to look around for the two criminals. When he couldn't find them, he sighed, and reached for his scroll. "General Ironwood, my mission was a failure. I managed to stop them from robbing the Dust, but Torchwick and his associate got away."

"Associate?" asked the General on the other line.

"Yes, sir. I managed to take a photo, I'm sending it over now," he informed, as he began to click away at his scroll, only to realize the photo was blurred. "I'm sorry sir, it appears something went wrong with my scroll, you can't identify either person in the photo."

"Very well, make sure you aren't seen by anybody."

"Yes sir," replied the teen. He sighed and disappeared into the shadows of an alley.

* * *

 **A/N**

 **And so I'm another day late. I've decided I may start to update bi-weekly, so I don't burn out on this story. Thanks for sticking around, and leave a review.**

 **~LVR6**


	10. The Red Grimm

Chapter Ten: The Red Grimm.

* * *

"Qrow… It's time," sighed Ozpin. The weekend had arrived, and Forever Fall was getting more hazardous by the second. Qrow walked over to him slowly, taking a swig from his flask.

"I know Oz," he slurred. "Do you think the kid is ready?"

"That's what you're going to find out," he replied. "Naruto wants to test his limits, and this is an opportune time for him to do so."

"So why am I babysitting again?" Qrow asked sarcastically.

"Qrow…" Ozpin began tiredly.

"I know, I know, I got this," he assured. Ozpin nodded to him, and the two went down the elevator. Once they arrived at the bottom level, Naruto was already there waiting for them. "I thought you'd still be asleep."

"Ozpin told me we had to move out as soon as possible," Naruto replied, adjusting his new weapons on his arms.

"So I did," the headmaster nodded. "Are you ready to go, Mr. Uzumaki?"

"Of course," he grinned. Qrow silently inspected the boy, and nothing about his posture showed any fear, and instead showed confidence. "We're taking an airship, right?"

"Unless you think you can run all the way there," Qrow replied sarcastically.

"Back home, that's how we got around everywhere," Naruto shrugged. Ozpin led the two towards the landing pad, where a Bullhead was waiting for them.

"So you understand your objectives?" asked Ozpin before they boarded.

"Yea, wipe out all the super-Grimm and make it back before dinner time, right?" asked Naruto.

"We also have to find out how to contain whatever is drawing them over there," reminded Qrow. "I'm sure you will be able to do that, right kid?" Naruto nodded, and the two boarded the ship.

"Remember," began Ozpin as the ship began to take off. He had to raise his voice to be heard over the engines. "If it's too much to handle, pull out!"

"Oz, you're talking to the greatest Huntsman in Remnant," quipped Qrow.

"Yea, so I'll be sure to keep Qrow alive," grinned Naruto. Qrow gave the blond a dirty look, but he had already turned to find a seat. Qrow took a seat across from him. "So, how long until we get there?"

"About two hours or so, we have to keep a low profile," replied Qrow. "So that trick you did back in Oz's office, what was that?"

"My clones?" asked Naruto.

"No, your eyes changed color," clarified Qrow. He was very familiar with the legend behind the silver-eyed warriors, and thought that in Naruto's world his eyes might have a story behind them too. "Can you change them at will?"

"Not exactly," replied Naruto, scratching his cheek. "It's just a side effect of my red charka."

"Speaking of which, if your Chakra crap doesn't protect you from bullets, what good is it for?" Qrow asked almost condescendingly.

"It can, I was just running on fumes when Yang shot a hole in me. Besides I can do a lot of things," replied Naruto irritably. "You'll get to see a bit first hand once we land."

'Smart kid,' thought Qrow. 'A bit of a bragger, but didn't tell me outright…'  
"So your weapon got a name?" asked Qrow.

"Not yet," he admitted. "I can't think of anything that fits."

* * *

MNKM's dorm

* * *

Midnight shot up awake in a cold sweat, her breathing heavy. She felt her heart pounding out of her chest, yet she couldn't remember what she had dreamt about. Quietly, she rose out of bed, and went into the bathroom. She leaned over the sink, and looked at herself in the mirror. trying to rub the sleepiness out of her eyes, she splashed some cool water on her face. When she looked back up, somebody else stared back at her. She held back a scream and nearly fell back into the shower in shock, but her reflection remained still and calm, in fact, almost amused. The figure was nearly identical to herself, but her hair was a dark shade of navy in contrast to Midnight's white and her eyes were glowing a calm blue in contrast to Midnight's panicked green.

"W-who are you?!" she whispered. Her reflection tilted her head and smiled.

" _You know who I am,"_ she whispered back. Horrified, Midnight froze. _"I told you, I'd always be here for you."_

"H-h-how a-are you d-d-d-doing this?" she asked, stepping back to the bathroom wall. She had begun to pinch herself to see if she was dreaming.

" _After our conversation last night, you began to accept me,"_ the reflection explained fondly. _"We're closer now than we've ever been before. I can't tell you how happy this makes me."_ Midnight wanted to protest, but the figure's smile, her own smile, seemed so genuine. It almost felt nostalgic.

"Y-you really meant it…" Midnight whispered to herself. Her reflection nodded at her, and wiped away a tear that began to form. Midnight walked closer to the mirror and looked into her reflection's eyes. Slowly, she lifted her hand to touch the mirror. Before she made contact, the door swung open, and Kohl walked in in his boxers still asleep. Before Midnight could make any noise to alert him of her presence, Kohl moved the shower curtain to the side and began to pee into it. Midnight was absolutely shocked, and Kohl turned to leave, his eyes shut the entire time.

" _Did he just pee into the shower?"_

"Y-yes…"

" _Boys disgust me,"_ shuttered the voice. Midnight turned back to the mirror, but it was her real reflection. She decided to go back to bed, but noticed that Naruto's own bed was already made. She sighed, knowing he was probably out on that mission that Marie had kept mentioning.

"I hope he's ok…" she said to herself.

" _You should get back to bed. We have much to discuss for tomorrow."_ Midnight nodded to herself and walked herself back to her bed.

* * *

Vale: A few hours later

* * *

"Do you have any idea where we're going?" asked Kohl with a sigh. Marie had told them they would eat breakfast once they arrived, but they have yet to stop anywhere.

"Of course!" replied Marie. "We're going to find this guys named 'Junior' so he can tell us what we want to know! Apparently he knows everything shady going on around Vale, so that's my lead."

"How do you even know about this guy?" he asked. "This would have been helpful last week."

"I overheard Yang talking about him a few days ago to her team, something about him running a club" she admitted sheepishly. Kohl just gave her a blank stare.

"How do we know if we're going to the right club?" asked Midnight, not really concerned one way or the other. She wasn't exactly paying attention, but didn't want to draw attention to herself.

"We don't," Kohl answered for his leader. "She just decided to pick a random one, and start from there."

"Do you have any better ideas?" asked Marie. Kohl just looked at her with deadpan expression.

"How about asking Yang directly? If she knows who he is, I'm sure she could help us find him... or at least tell us where to start looking."

"I'm not going to her for help," she replied indignantly. Kohl just let out another sigh.

"You've got to get over this stupid grudge you have against her." He turned to Midnight. "You have right?"

"It was an accident," she said with a nod. Marie looked at her fellow female with an exaggerated look of betrayal.

"Mindy, after all we've been through…"

"See, you're the only one," continued Kohl. "Besides, Naruto is the only one who _should_ be mad at her, and he forgave her in an instant. Look, if you don't want to talk to her, I'll ask her. You and Mindy can keep looking. If you find any other leads, let me know."

"Alright, fine," grumbled Marie. Kohl turned back towards Beacon, as he began to type away on his scroll. "Let's go Mindy…"

"Ok," she replied. She was still thinking about the conversations she's been having with the voice, but knew it would have to wait. It had told her to stay patient.

Kohl had barely made it two blocks after sending the message when he got a call from Yang. Not thinking too much, he answered it with a stoic, "Yo?"

"Hey, what did you want to talk about?" she asked, a bit urgently. She seemed a bit stressed, and Kohl heard a Ruby and Weiss in the background talking to some third girl he didn't recognize. Whatever it was, he figured it wasn't important.

"I was going to ask if you could help my team out with something," he began, but took note of her tone. "Is something wrong?"

"I hope not," she sighed. "Blake's been missing since last night. She and Weiss were arguing about… something, and Blake ran away after." Kohl began to debate whether this was the best time to ask for a favor, and just put it aside.

"I'm in Vale right now, I'll look around for her," he replied. "Do any of you have any idea where she might have gone?"

"No clue," she answered honestly. "We were all in Vale last night when they began to bicker. We thought she'd be back by now. We're in the shopping district now, but she wasn't here, so I was going to start looking somewhere else."

"Must have been a pretty big fight," he mused mostly to himself. "If I find her, I'll let you guys know. I'm on the southern side of town, so I got this under control. You can focus somewhere else so we can cover more ground."

"Oh, um, thanks Kohl… What was it your team needed?"

"That doesn't matter right now," he assured, "I'll talk to you soon." He hung up the call, and began to wonder where Blake would go. He sighed, and called his leader. "Hey Marie, something's come up. You two go on without me, I'll let you know if anything comes up."

"What are you talking about?" she asked. "You're just going to abandon our investigation?"

"Of course not, I just need to take care of something first… It's, um, a Faunus thing," he added.

"Oh, you mean…"

"Yea, I think her teammates found out."

"You don't want us to help?" she asked worriedly. "I have a few ideas where a Faunus with nowhere to go might run to."

"I don't think it'd be a good idea. If she had to hide it from her teammates, I doubt she'd be comfortable revealing it to other humans. Besides, I don't think she has nowhere to go, she probably just needs time to think."

"Fair point… Alright, Mindy and I will keep investigating the Dust shop robberies." The two hung up, and Kohl wondered where the quiet girl might have gone.

* * *

Forever Fall

* * *

"This is as close as I can get you," announced the pilot. "Any closer and we run the risk of being attacked by Nevermores."

"That's plenty close," replied Qrow, drawing his large weapon. Naruto was bouncing up and down on his feet, excitement visible on his face. "You know kid, this isn't some training exercise, you shouldn't be so happy."

"I can't help it," grinned Naruto, as he flexed his fingers into fists. "It's been so long since I've been able to cut loose. I didn't know how badly I needed this until just now."

"These aren't regular Grimm," reminded Qrow, as the two jumped down from the airship. Naruto landed with a soft thud, and stood up straight.

"And I'm no regular Huntsman," he said with a devious smirk. "Stand back for now, I don't want you getting in the way."

'Cocky brat,' thought Qrow, but allowed the blond to take charge. Ozpin assured him that Naruto could take care of himself, but the metal briefcase Qrow was forced to tote around was proof that he was still hesitant to allow Naruto free reign. Before they could rush into the heat of battle, Qrow decided to ask Naruto a few more questions. "Say kid, that red Chakra of yours, does it hurt?"

"Huh?" asked Naruto off guard. "I mean I guess it did, but I've gotten used to it."

"What would happen if somebody were to try to infuse it into somebody else?" Images of the teen in Ironwood's labs went through Qrow's mind. Naruto's expression shifted dramatically.

"I wouldn't let that happen," Naruto replied shortly. "I've seen what it can do to another person, and he suffered just like I did. I wouldn't wish this onto anybody."

"What do you mean?"

"I knew a person back home who got the excess chakra leftover the sealing," replied Naruto. Qrow nodded, remembering what Ozpin told him. "His father put it into him, and it ruined his life. It morphed the skin on his arm to scales, and he was ashamed of it, so he covered it wherever he went. Only a few people can hold the Kyuubi's Chakra without dying slowly, according to the furball himself, which is why my father put half into me." Naruto turned to the drunk with a confused expression. "Why do you want to know this?"

"I have my reasons," replied Qrow but noticed the suspicion that grew on Naruto's face. "But if you must know, I'm always out there keeping Ozpin informed. It's just second nature to gather intelligence, and you're full of info that nobody knows about." Naruto nodded, and looked past the red trees. The ride here took a lot longer than before, as Qrow had explained, they needed to keep a low profile. Word of these Grimm could not get out. "Should you get started with our little pest problem?"

"Gladly," replied Naruto, crossing his fingers and producing countless clones. Qrow was visibly impressed, thinking that the few dozen he made in Ozpin's office was his limit. They all scattered off in different directions, leaving the two alone again. Qrow was a bit surprised when Naruto took a seat and began to meditate.

"I don't think that this is the best time to take a break," Qrow said dryly. To his annoyance, Naruto ignored him completely, and remained perfectly still. "Look kid, I didn't come here to babysit you while you took a nap, now let's get going and get rid of these damn Grimm!" Naruto refused to move, and Qrow gave up, and took out his flask. "Kid, it's noon thirty, it's still too early for me to deal with this."

* * *

Vale: South Side

* * *

Blake walked with Sun quietly when she felt that she was being watched.

"Sun?" began Blake.

"I know," he replied casually. The two continued to walk and turned the corner, and walked into the first store. "You think it's your teammates?"

"No, whoever this is has done this before," she replied. She gestured to the front door, and it remained closed. "He must know that there are no other exits, and coming in would expose his identity."

"What if it's a she?" asked Sun, pointing to a teenage girl walking down the street.

"That doesn't really matter," she said, rolling her eyes. "Whoever this is, he's good."

"So what do we do now?"

"We lead him away from the busy street," she whispered. "Then he can't hide in the crowd."

"Alright, so where to? Alley way, or outskirts of the city?"

"Outskirts," she replied, assuming she was being tailed by the White Fang. "I don't want anybody getting hurt if he's decides to attack." Sun nodded, and the two walked out of the store and made their way to the edge of the city. They continued to walk in silence for almost an hour, but were completely aware of this stranger's presence steadily keeping up behind them.

"You think he's on to us?" asked Sun in a whisper. Blake nodded slightly, but continued. Sun grew a bit anxious, not being used to being tailed and not running away with acrobatics. Blake's slow and methodical way was not his forte, and it made him nervous. Blake stopped walking, halting Sun. They were a fair distance away from any buildings, and the stranger wouldn't have many places to hide.

"Show yourself!" Blake demanded, drawing Gambol Shroud. Sun turned and was about to do the same, when he didn't notice anybody.

"Um, where is he?" asked Sun, scratching his head. Blake was wide-eyed, and began to scan the area, her enhanced vision not helping in the slightest. They heard a twig break from behind them, making them turn, but still saw nothing.

"You guys are really tense," said a familiar voice off to the side. The two Faunus turned to see Kohl standing casually by a thin tree.

"Who are you?" asked Sun, confused. Blake just sighed in relief, and lowered her weapon.

"So you did know my secret," she sighed. "Why didn't you say anything?"

"You know this guy?" asked Sun. Kohl just shrugged.

"If you were disguising who you were, you obviously didn't want people to know," he explained easily. "Your secrets aren't mine to tell."

"What are you doing here?" she asked.

"Your team is worried about you," he answered. "I called Yang to see if she could help me out, but she was really upset. What happened?"

"Hello?!" Sun waved. "I'm right here!"

"Oh, sorry Sun, this is Kohl."

"I'm guessing your name is Sun?" asked Kohl. Sun gave him a deadpan expression.

"What exactly is going on here?" he asked. "You came out of nowhere, and you've just been giving me weird looks since last night, and now some other guy shows up literally out of nowhere!"

"I rather not talk about it here," replied Blake. "And Kohl, please don't tell my team where I am… I still don't know what I'm going to say to Weiss."

"The longer you wait, the harder it will be," he pointed out. "But I'm sure you already know that. Although I am curious as to why you ran off."

"Yea," agreed Sun. Blake just sighed.

"But I guess we can discuss this over some coffee?" asked Kohl, seeing her hesitance. Sun seemed to take this the wrong way, as he gave Kohl a suspicious look.

"Tea," she answered out of habit. The three Faunus then walked back towards Vale, the sun getting closer to setting.

* * *

Vale: Junior's Club

* * *

"Ok, this is the eighth damn club we've checked," Marie grumbled to Midnight. "How hard is it to find a dude named Junior?"

"I dunno," smiled Midnight. Despite the two girls not spending a lot of time in the clubs, several people had bought her and Marie drinks. Marie had her mind set on finding Junior, so she didn't pay them any attention, but Midnight was not used to the attention, and felt it was rude to decline their drinks. Most of them were fruity drinks she'd never heard of before, and was becoming quite fond of them.

"Mindy have you been drinking?" Marie asked with concern, and Midnight nodded exaggeratedly. "How many have you drank?"

"About two or three," she answered, as Marie sighed in relief. "For each club we've been to~" she sang.

"Mindy!" she chided. "Hasn't anybody told you not to accept drinks from strangers?" Midnight shook her head as she hiccuped. "Well, I'm telling you now! Stop, you're going to wake up with a wicked headache."

"It's ok," Midnight said with another hiccup, her smile never faltering. "She says she knows a few remedies." She looked around and saw the street lamps begin to light. "Ooh, so pretty! How do the lights know when to turn on?"

"Who are you talking about?" asked Marie, not sure she was ok with whoever 'she' may be. Midnight just began to giggle, and wobbled back and forth. "I don't know why I'm taking you seriously right now, come on, let's go."

"Kaaay," sang Midnight. Marie walked her into another club, and told her once more to not accept any more drinks, which made the drunk girl pout. Marie walked over to the counter and saw the bartender. Tired of being discreet, she just gave him a dry look.

"You Junior?" she asked. The man nodded, getting her to snap out of her tired attitude.

"How'd you find me?" he asked.

"It wasn't easy," she said, pointing to her teammate who was trying not to fall off her seat. "Look, it's been a long day, can we make this quick?"

"I don't just give out information," he reminded. "I run a business, so unless you got something to offer, I can't help you."

"How much is it going to cost me?" she groaned.

"Depends on what you're asking for," he replied coolly.

"I want to know who the hell is robbing all these damn Dust shops!" she replied irritably. Junior was taken aback at the rise in her voice, and Midnight laughed in the background. Marie turned to ensure she was alright.

"That's funny," he said after regaining his composure. "I had a customer come in a few days ago who told me this would happen."

"What are you talking about?" asked Marie, not really paying attention after seeing Midnight start walking into people. Junior gave the club a signal, and there was loud sounds of locks turning. "Mindy, sit back down!"

"He said if anybody came asking about the Dust shop robberies," he said, grabbing his weapon from under the counter. "I needed to take of them!" Marie turned back as he swung his weapon in club form with a surprising amount of speed that caught her completely off guard. She didn't have the time to form any sort of defense, and was hit cleanly across the face, sending her flying across the club and crashing through a pillar.

"Why'd you do that?" asked Midnight, stumbling towards Junior. He gave her a pitiful look, and swung his weapon at her. To his surprise, she had drawn her sword and blocked it with ease. Her drunk demeanor was still present in her stance, but her voice sounded much older, and sober. _"She asked you a question!"_

"What the hell!?" shouted Junior. He pulled his weapon back, and hopped over the counter. He motioned the twins, and shouted, "Get her!" Midnight gave the two a creepy smile and tilted her head.

"Ugh, whatever," they said in unison.

"Wow, there's two of them… and they're so pretty," she giggled, before she charged at the two. Her eyes then began to glow an ominous blue. " _It's a shame we're going to break them."_

Meanwhile, Marie made her way to her feet, and reached to her weapon, before realizing it was still missing.

"Damn it!" she cursed. She looked around and saw the club's bodyguards surrounded her. A few swung their swords at her, which she managed to roll out of the way. When she turned to face them, she was greeted with a boot to the face, courtesy of a taller grunt. She reeled back in pain, before the rest of the goons began to assault her. Fed up with being defenseless, she used her Semblance to become temporarily intangible, and grabbed the sword from the tall grunt's waist. She brandished it at him threateningly, but the rest of Junior's men charged at her. She deflected blow after blow, but could not find an opening to strike back without exposing herself to their endless attacks. "Back off!" she roared, throwing a desperate kick at one grunt's groin. For less than a second she felt satisfied at him keeling over, but she was struck from behind by another bodyguard. She could feel her aura draining fast after taking that hit from Junior and using her Semblance.

Midnight was a strange sight to behold. She was evading both twins assault through a series of body contortions that made Junior uneasy. It wasn't natural to bend that way, yet the girl laughed maniacally as she did so.

" _Is it our turn_?" she asked innocently, as the two girls panted slightly. Midnight raised her sword before snapping it into its whip form. She then began to swing it around her, getting the two to back away from the deadly metal ribbon. Junior used this as an opportunity to change his club into a rocket launcher, and shot off several rockets at the spinning girl.

"Just die already!" he shouted as Midnight weaved through the missiles without leaving her spot.

" _I already have,"_ she muttered. Junior transformed his weapon back into its melee form as the twins backed him up. Midnight's weapon turned back into a sword, and to her opponents' surprise, sheathed it. They charged on, but Midnight's eyes began to glow blue before she let out a bloodcurdling scream that sent the three flying back. Midnight then turned to her friend who no longer could block every blow that came her way. She managed to take down a significant amount of them, but there were too many. She let out another shriek that sent the rest flying away from her friend. She then wobbled over to Marie, looking exhausted.

"Mindy?" asked Marie, using her borrowed sword to stand. "What was that?" Midnight's eyes reverted to their natural green, and she fell back on her butt.

"Ow," she laughed to herself. "Marie? Why are you on the floor?" She laughed to herself, before seeing realizing she wasn't standing. "Why am I on the floor?"

"Mindy, are you ok?" Marie asked evenly, but the girl was clearly to tipsy to care. Midnight giggled to herself as Marie helped her back to her feet. "We're going home Mindy…" She turned back to Junior who was struggling to get up. "I'm coming back tomorrow for some answers, you better be here." She and Midnight walked out of the club as it had become dark.

"Bitch…" muttered Junior, as he collapsed on the ground.

* * *

Elsewhere in Vale

* * *

"So where did you two sleep last night?" asked Kohl, sipping his coffee. Blake still hadn't told them why she ran, but the silence was becoming too much for him.

"Some motel," Sun replied nonchalantly. Blake gave him a pointed glare that Kohl seemed to missed.

"Right, right, of course." The three remained silent again, as Sun used his tail to drink his coffee. Kohl began to pick at the dirt underneath his fingernails.

"Say, how did you sneak up on us?" asked Sun, straightening himself in his seat. "I mean we sensed you for a while, but I never actually saw you until you spoke up."

"I'm pretty good at not being seen when I don't want to be," he answered, looking at Blake with a pointed stare.

"But _how_?" he emphasized. Kohl just sipped his coffee again, with a smug look on his face. Sun let his face come down on the table.

"You two get along better that I'd imagine," noted Blake. Kohl shrugged as Sun looked up with an exaggerated look of shock.

"SHE SPEAKS!" he declared, getting Kohl to cough on his coffee as he tried to stifle his laugh. Blake tried to look annoyed, but couldn't hide a small smile.

"You two are dorks," she said rolling her eyes. After the two boys calmed down, she decided to let them know. "So Sun, you said you wanted to know more about me?"

"Are you two going to have a moment? Because I can leave" asked Kohl with mock hurt in his voice. He then added in a low whisper, "I see you found another Faunus boy-toy."

"You don't have to leave," replied Blake, not catching the last sentence, although Sun did. Kohl didn't sit back down, but instead looked up to the night sky.

"Well, either way, I think this place is going to close soon. Why don't we go somewhere else?" The two noticed the time, and agreed. Blake would much rather not have a waiter overhear their conversation because they stayed past closing time, and Sun suddenly felt like a third wheel. The three Faunus then walked out of the small café, and walked towards a park. Once they found an empty bench, Blake readied herself, and began.

"Are you two familiar with the White Fang?"

* * *

Forever Fall

* * *

Qrow was leaning on a tree as Naruto went on a rampage. After a few minutes of being ignored, Naruto stood back up and announced that he needed to concentrate to enter what he called Sage Mode. Aside from the red makeup that had appeared on his face and the strange yellow eyes, Qrow couldn't tell anything different about the kid, that is until he started punching Grim so hard they exploded. Qrow would not have been impressed, seeing that there were Huntsmen who specialized in Aura-based attacks that could achieve a similar effect, but they were often delayed, but Naruto had punched and kicked the heads off of Alphas without breaking a sweat. Apparently his clones had alerted him to where the rest of the Grimm were, and had used that information to track down the biggest group. After that, they came on their own accord.

"It's like walking them into a slaughterhouse…" Qrow said, as a few dozen more fell to Naruto's pent up aggression. "Hey kid, you might want to slow it down. You've used up your last clone about five minutes ago.

"Damn it," cursed Naruto. He reverted back into his normal form as he finished off the last Grimm. "How many times was that?"

"Well you've gone through five or six sets of clones," replied Qrow. "That power is pretty impressive, but you look exhausted."

"There are still more out there," he panted. He wasn't used to exerting himself so much, and his Sage Mode was getting harder to maintain each time he used it. "I think I can do this one more time."

"I wouldn't do that if I were you." Naruto looked up and realized he was leaking red Chakra again.

"Damn furball doesn't quit," muttered Naruto. He visibly winced as he tried to reel in the negativity. "Have you had any luck finding the rest of the Kyuubi's chakra?"

"I think you've gotten it all now," replied Qrow, showing him the readings on his scroll. "You really should get some rest, I've called the Bullhead, and it should be here in about an hour. I can take the rest."

"How long have we been here?" asked Naruto, remembering his plans with team RWBY the following day.

"As of now?" asked Qrow, grabbing his scroll to check the time. "About nine hours." Naruto collapsed backwards, and laid on the forest floor. The sky was stained red as the sunset had begun.

"Awesome," he said with a grin, holding back a wince.

"What exactly is so 'awesome' about it?" asked Qrow.

"I've never had a fight last nine hours," he replied. "So if this is my limit, it should be more than enough. I can protect my team from whatever Remnant has to throw at me." Qrow hummed, but remained silent. It wasn't his place to tell him about the secret war going on, it was Ozpin's.

"Alright kid, color me impressed. I didn't actually have to do anything today. I just wish I brought more booze. Watchin' you bounce back and forth between Ursai and Beowolves got me tired."

"You know what," began Naruto. "You reminded me a lot of this drunk bridge builder when I first met you."

"Ha ha," Qrow replied sarcastically.

"I wasn't finished," he continued, sitting up. "But now you remind me of Granny Tsunade."

"I remind you of your grandmother?" Qrow deadpanned. "That's not much better."

"She was a scary lady, and she loved her alcohol," he said with a half-hearted smile. Qrow noticed that he was fidgeting with his arm bracers.

"You make those?" he asked. Naruto looked at him, then to his arm bracers.

"I had help," he admitted. "My friend Ruby built most of it. I just added some stuff to make it more me." Qrow internally smiled, now knowing that his niece had managed to make some friends outside her team.

"They got a name yet?" Qrow noticed that Naruto brushed his fingers over two strange characters that he had carved in at some point.

"Yea," he said with a remorseful smile. He pointed to the two characters on it, but didn't elaborate. It wasn't that Naruto didn't want to, but feared the emotions that would resurface. Qrow was tempted to make a remark, but he immediately recognized the expression Naruto wore. He had worn it before when he lost his leader. He felt a great deal of empathy for Naruto; he was too young to have lost somebody, let alone everything as he now knew. Instead, he sat in silence as the two awaited for the Bullhead to arrive. It wasn't long before Qrow sensed something getting closer, at a rapid pace.

"Naruto, get back," ordered Qrow, drawing his weapon.

"What? No, I can still fight," he insisted, getting back to his feet. Qrow was about to argue, when he saw the Grimm flying through the air, quickly descending on them.

"A Griffon?" he question. "Where did that come from?"

"Probably the sky," joked Naruto, as he raised his fist to continue the fight. Qrow aimed his weapon at it, and began to fire off buck shots, but the Griffon evaded them all with ease.

"We can't get it from down here, it's too agile," Qrow said through his teeth. The Griffon let out a cry that echoed through the forest.

"What's it doing?" asked Naruto.

"Calling for help," answered Qrow, feeling a bit of dread. Soon, the entire forest began to shake as a massive number of Grimm stampeded towards their location. At first, it was just a few Creepers and Beowolves, but behind them were Ursai and shockingly enough, several large Deathstalkers and King Taijitu.

"I didn't see any of those when I scouted the area earlier," Naruto informed. He got no response form the veteran Hunter, and got ready to give it his all. He knew he couldn't handle another round of Sage Mode, so he would have to do is best what his normal techniques. Qrow sprung into action, quickly decimating the closer Grimm, and ran into the thick of battle. Naruto created twenty clones, as that was all he felt comfortable making, and began to use weapons in their blade form, channeling wind chakra through the metal, easily cleaving through the bony armor the grim had. He managed to block an Ursa major's massive swipe, but didn't see the Beowolf attempt to maul him from behind. Qrow quickly shot it down.

"Watch your back!" he scolded. Naruto nodded, and pushed the Ursa back, and cleaved it in two. He aimed his weapons at the large group of Grimm, and began to channel a miniature Rasengan around the Dust bullet. He fired it off, and to his surprise, the eruption wiped out a huge amount of Grimm.

"Thank you Ruby," he said to himself, as he evaded more Grimm. "Works better than I hoped." Qrow was easily dispatching the larger Grimm, as Naruto was forced to focus on the weaker, more numerous Grimm. "This is getting us nowhere! There's no end to them!"

"Is that quitter talk I hear?" mocked Qrow, downing another Deathstalker. "This is a mission, kid, you can't call it quits when the odds are stacked against you!"

"I know that!" roared Naruto. "That's why I need you to get the machine ready!" Qrow's eyes widened slightly, but pulled back. "I'm going to try to control it… but don't hesitate to use that thing on me!"

"I won't," assured Qrow, taking out the double barreled gun Glynda had used. Naruto let himself feel anger, but to his surprise, only a single tail began to form.

'This isn't good,' he thought in a panic. He wasn't drawing it out quickly enough. Anger was not enough. He looked at his weapons, and saw the two characters that made his heart hurt. 'I'm sorry...' he thought, as he allowed the sorrow fill him.

Qrow watched in awe as Naruto's veil of red Charka began to darken, until his skin appeared to be black, and his eyes and mouth were white. The Grimm stopped targeting Qrow altogether, and all focused on the teenager. Naruto let out a roar that shook the trees, but the Grimm didn't hesitate to attack him. His tails made quick work of the Grimm within his reach, and he stared down at the larger, stronger ones. His tails waved behind him, and a white substance began to form on top of him, making Qrow draw parallels. Naruto seemed to be growing the same bony armor that the Grim were infamous for. There were obvious differences, but if the general public saw this, they wouldn't be able to distinguish it out of fear.

"Naruto, what is this?" he asked, but it was no use. Naruto didn't acknowledge him, but torn down the Grimm as if they were made of cardboard. His massive six tails smashed through the trees, and caused the ground to shake. Qrow put some distance between the enraged Jinchuriki and himself, but stayed close enough to keep an eye on him. In a matter of minutes, all the Grimm in the immediate vicinity were nothing but wisps of smoke. Naruto sniffed at the air, and suddenly took off running, making Qrow have to chase after him. 'Oh no, he's headed towards the railway,' he thought to himself. He then remembered where on the map Ozpin said the source of all the Grimm activity was located, and had a startling realization. "The village!"

Naruto didn't bother running around the trees of Forever Fall, and instead plowed right through them. He was running off instinct alone, and he sensed fear, in concentrated amounts. In a matter of minutes, he was greeted by a group of bandits ravaging a village. He sensed the vile satisfaction that the pillagers felt as they burned down the homes, and let out a roar. Every person still conscious looked at what appeared to be a red Grimm, and began to panic. Naruto inched closer, looking at one of the bandits about to kill a shopkeeper. He raised his sword to decapitate the defenseless man, but was ripped in half by two chakra tails.

'Don't hurt them,' Naruto desperately thought as he could only see a blurred vision of what was happening outside his body. He was fighting for control as hard as he could, but only managed to stop the seal from breaking. Qrow needed to get there soon. Naruto then turned to the rest of the fleeing bandits, and was about to give chase, when her heard a familiar call from above. The Griffon had returned, and Naruto began to form a small ball of black chakra in front of his mouth. The villagers looked in horror as from their perspective it appeared the strange fox Grimm was praising the Griffon. Naruto then ate the ball, and fired a large beam straight into the air that disintegrated the winged Grimm. Naruto then looked around, seeing the horrified looks of the villagers, but was brought to his knees by Qrow, who had smashed his sword down on his head.

"How the hell didn't that knock you out?" asked Qrow. Naruto looked at him menacingly, as seventh tail began to form. Quickly, Qrow aimed the gun at Naruto and began to drain his Chakra. The seventh tail ceased to form, and the rest of the tails began to recede. After a few minutes, Naruto lied motionless and Qrow shut the machine off. "Damnit kid, now I got to haul your ass back to the Bullhead."

"Wait!" a young villager called out from behind a broke brick wall. "Are you a huntsman?"

"What's it look like?" he asked rhetorically. The rest of the villagers emerged from their homes, none of which have seen Naruto's reversion.

"We thought that nobody got our distress call!" an older villager cried. "We've been extorted by those bandits for weeks, but you're finally here!" Qrow waved him off, but another villager called out to him.

"What was that red Grimm?" he asked. "Where did that boy come from, he's not from around here."

"That's classified," he answered. "We have to get going. I'll make sure that we send more Huntsman up here, we never got a distress call."

"You're a godsend," wept an older woman, hugging a young boy tightly. "I thought I'd lose my son for sure. Thank you!"

"I didn't do anything," corrected Qrow. "This kid is what scared off those thugs." He turned to leave before anybody could delay him any further. He checked his scroll, and saw that there was a very poor signal here. "I guess I'll tell Oz about it at Beacon."

-A few hours later-

"Oh, what hit me?" groaned Naruto as he woke in the Bullhead.

"I did," replied Qrow. Naruto turned his head to look at him, but his vision was still swimming. "You can take a hit pretty well in that six tail form of yours."

"I went six-tails?" asked Naruto.

"You were about to go seven, but I put a stop to that. It looked as if you were about to start attacking those villagers." Naruto sat up immediately.

"What villages?" he asked. "I don't remember a village!"

"What do you remember?" he asked. "We might be able to piece it together."

"I remember telling you to stay back," he recalled. "Anger wasn't enough, since I can't really force myself to be angry... Then I..." he looked at his arms. "Oh, right..."

"'Oh right', what?"

"I remembered somebody," he answered. He ran his finger over the inscription once more.

"A place under the sun? You kept muttering that in your sleep" explained Qrow. Naruto didn't look him in the eye, but nodded solemnly. "Look kid, I'm a terrible example for how to cope with the loss of a loved one, but the least you could do is talk to somebody about her. I know that look in you eyes, and you blame yourself for her death, don't you?"

"How did-" he began.

"Because I felt the same way before," he answered. "I'm not going to get touchy feely, but you need somebody talk to, somebody you trust. My nieces seems to like you, and I'm sure your team does too, so you have options."

"Your nieces?" asked Naruto. "You have nieces?"

"Yea, Yang and Ruby," he replied. "Yang is wiser than she let's others believes, and Ruby might not show it, but she might be able to help you talk about this kind of stuff. I can't vouch for your teammates, but I have a feeling I don't have to."

"No... you don't," he answered. "I trust them with my life."

"What about your old life?" Qrow questioned. Naruto looked up in surprise, but then shifted into an uncomfortable expression. "I see..." There was a long pause, before Qrow took another swing from his flask, and plopped down next to Naruto. " I lost Ruby's mother, Summer, when Ruby was still a little girl. What was her name?" he asked, pointing to his weapons. Naruto shifted a little and rubbed the inscription as he read it.

" _A place under the sun_ ," he whispered before translating it for Qrow. "Hinata," he answered. "Hinata Hyuuga."

* * *

Omake: Battlefield/Call of Duty Spoof: Part 1; Learning the Ropes

* * *

"So what is this game about?" asked Naruto as Marie was hopping up and down in excitement. She had stars in her eyes, and to his surprised, even Kohl and Midnight looked excited.

"It's a game called Combat Zone," she explained. "It's about old fashion guns and stuff, and it's really cool!"

"It takes place in an alternate universe where Dust and Grimm don't exist," added Kohl. "so instead, you fight other players." Naruto nodded in understanding, before he was tossed a remote.

-several hours later-

"This game is amazing!" shouted Naruto, as he began playing more intensely. Marie was biting the inside of her cheek as Naruto picked up the game rather quickly. She then threw a grenade which exploded close enough to Naruto's avatar to kill him. "That was a load of crap! Rematch, right now!"

"Why don't we play online?" asked Kohl, wheeling a few televisions into the room.

"Where did you get those?" asked Midnight.

"Other Dorms," smirked Kohl. "They won't need them."

"Wait, we can form a party and team up with each other," realized Marie. Naruto nodded vigorously and team MNKM had their backs to the each other and faced in four different direction. Marie took it upon herself to be the party host.

"Alright, what are your names going to be?" she questioned.

"Hold on," Naruto said, as he fixed is gamertag. "There, that's better."

" _Kitsune_?" scoffed Kohl.

"What? It's better than yours, _TaleTellHeart_. What does that even mean?"

"It's from a short story," he answered, "From my favorite author. _Nevermore_ was taken."

"Shut up ladies, we got a game to win!" interrupted Marie.

"Right of course... _BloodyMary?"_ asked Kohl. She just began to laugh manically. "I think her power's gone to her head."

"Alright, so _Kit_ is front lines with your submachine gun," ordered Marie. " _TaleTell_ , you'll cover him his flank with your assault rifle. I'll scout ahead with my burst rifle."

"What do I do?" asked Midnight.

" _Doppelganger_ , you're going to watch his flank and let us know if anybody is sneaking up behind us. Make sure to stick close to _TaleTell,_ and don't fall behind. Heavy machine gunners are pretty slow."

"Y-yes ma'am," she said with forced confidence.

"Alright team, let's move out!" The four of them quickly fell into their roles, but Naruto was quickly picked off by the enemy's sniper.

"WHAT?!" he cried. "Who the hell is _LittleRidingHood_? She sniped me from across the map!"

"It's alright, _Kit_ , you'll re-spawn in a few seconds," assured Kohl, before his character fell dead. "Yo, what the hell?! _ShadowCat_ assassinated me! Watch out _Ganger_!"

"I think I got her," replied Midnight, as the enemy's avatar fell.

" _Ganger_ , you got _DustySnow_ headed right towards you! She's quick too!"

"Ha! I'm alive again!" cried Naruto, before in a matter of seconds he was sniped off again. "Aww, spawn trapped! This is a load of crap!"

"Isn't there supposed to be a fourth member on their team?" asked Marie. "Why haven't we seen them?" Her screen went red, as she saw a character named _Goldilocks_ run off with a shotgun. "Watch out! She's got a boomstick!"

"I got her!" replied Kohl. He got the drop on her and began to spray her with bullets. "EAT LEAD!" Before he could kill her, he was sniped by _LittleRidingHood_. "Aw, come on! She's just camping on the other side!"

"I got this," replied Naruto as he came back to life. He threw a throwing knife instead of a grenade with flew across the map and instantly killed her. "HA! Ninjas for the win!" He was about to jump out of his seat to celebrate, but was killed by _DustySnow_. "Aw, come on, let me have this for just a second!"

"Guys, we're falling behind," warned Marie. "God, _ShadowCat_ keeps killing me! Where does she come from?"

"I don't know, but _LittleRidingHood_ is back on sniper duty," informed Kohl as he died. "Watch out _Ganger_ , _Goldilocks_ is behind you!"

"I think I can get her," she replied, as she turned and knifed Goldilocks before she could shoot. "Oh, I didn't know I could pick up their weapons. Neat," she said to herself.

" _Ganger_ , you're carrying this team," Marie pointed out as she saw the leader board. "Are you sure you've never played this game before?"

"Nope, never," she answered. " _BloodyMary_ , how many more points do they need to win?"

"Three more kills," she sighed. "We need seven."

"We can do this!" shouted Kohl, as he raised his drink into the air. "FOR NARNIA!"

"FOR NARNIA!" repeated the two girls, who also raised their drinks.

"For what?" asked Naruto. "Am I missing something here? Where did you guys get those?" He watched as his team managed to escape with a win, with the other team only needing one more kill.

"That game was too close," sighed Marie. "Damn _Kit_ , your K/D sucks."

"I got spawn trapped for six lives!" he complained. He looked at the name of the other team. "Whoever leads this ' _Fairy-Princesses_ ' team is going down."

Meanwhile in Team RWBY's dorm

"We lost?" asked Ruby.

"I don't think we've ever played this team before," noted Yang. "Whoever leads _Narnia's Night-Terrors_ is great. I bet _Doppelganger_ is the leader, look at those kills! She never died!"

"I almost got her," grumbled Blake, as she took a drink of milk.

"Their teamwork was impeccable at the end," Weiss complimented, appreciating the challenge.

"We need a rematch!" declared Ruby, typing away a message for the four other players.

"Oh boy," began Yang. "I hope they don't keep winning."

"Why? That game was pretty fun," pointed out Blake. She was determined to do better this time around.

"Well, when Ruby loses too much, she gets kind of mean... like ten-year-old on Scroll-box Live mean."

* * *

 **A/N**

* * *

 **This Omake idea was brought to you by** **THE-Twilight-BlazeKnight, and several cans of Dr Pepper, both of which were needed greatly for me to finish this chapter. I wanted to make the Omake longer, but this is already the longest chapter I've written for this story, so I figured I could just break it down into smaller sections. Thanks for reading, and don't forget to leave review.**

 **P.S.**

 **There is a poll on my page right now, just to see which member of MNKM is the Fan favorite at the moment, so check that out.**


	11. Volume One Finale: The Docks

Chapter Eleven: The Docks

* * *

Naruto watched helplessly as he saw the girl who confessed her love for him fall down lifelessly. 'A world can only know peace through pain?' he thought bitterly. Right now, he felt the furthest thing from peaceful. He only felt rage and hatred. He felt his eyes well up, and shouted at the man who had turned his home into a crater. The other masked man then appeared, and walked over to him, deliberately slow. Once he stood in front of him, he raised his foot and brought it down on Naruto.

Naruto's eyes snapped awake as he found himself in his dorm. He took a deep breath, but didn't make any other sound. Sitting up in his bed, he looked at his scroll to check the time. It was a bit past three in the morning. Naruto made his way out of bed, knowing he wasn't going to be able to fall back asleep, and grabbed his watering can from under his bed.

"Are you going somewhere?" asked Marie in a whisper. If Naruto was surprised, he didn't show it.

"Just to get some air," he replied tiredly. He walked over to the dorm's bathroom and filled up the can. "What's got you up?"

"I just got here, actually," she replied. "I was out, walking around, thinking about somebody." Naruto took note at her intentional vagueness, and decided not to press for names. "You know, I thought you snored, but you actual mumble in your sleep."

"I had a bad dream," he explained.

"You want to talk about it?" Naruto didn't say anything, but gestured for Marie to follow. They made their ways through the darkened hallways, silent the entire time. Marie would rather have Naruto speak when he's ready than force anything out of him. Naruto just kept remembering what Qrow had told him the day before. ' _…The least you can do is talk to somebody about her…'_ The words echoed through his mind. Once they arrived to the garden in the courtyard, Naruto began to water some of the flowers.

"You know," began Naruto, "when Ozpin told me about how the Faunus were treated in this world, I was disgusted, but I wasn't all that surprised."

"What's that supposed to mean?" asked Marie, a bit confused. She knew firsthand how awful people could be, but Naruto was from another world.

"Ignorance breeds fear, and fear breeds hatred. When hate is born, it is followed only by more hate, and it's a vicious cycle that doesn't end," he sighed, remembering the words his godfather shared with him. "I try to see the best in people… because nobody ever saw anything in me." Marie began to listen more intently, as Naruto only gave his team a brief look into his childhood. "Ever since I can remember, I've had mobs of people try to hurt me… kill me even. They would vandalize my apartment after I got kicked out of the orphanage, and none of the stores would let me in to buy anything in hopes that I'd starve or freeze to death, or just charge me tenfold knowing I couldn't afford it. I was just a kid, and I had no idea what I had done to deserve such malice, and even to my last day there… I was still trying to get them to accept me. I didn't know that I always had somebody on my side. I just wish I had seen it sooner."

"Who?" asked Mari, sensing a spark of happiness.

"A girl, an heiress actually… she was the kindest girl I knew, and kind of weird to be honest… but looking back, she was probably just nervous around me…" Marie placed a gentle hand on Naruto's shoulder as he continued to water some flowers. "She is the last person I saw before arriving here, and she told me that despite knowing she was too weak to defeat him, she loved me too much to stay back and do nothing… and the man who turned my home into a crater… killed her as I watched helplessly." Marie's eyes widened. She knew the pain of losing a friend, but she would have never guessed Naruto witnessed one die, given his cheerful attitude.

"I- I'm sorry…" she said, unsure of what else she could say. From the angle she was in, it appeared the water that was pouring form the small can were tears.

"Me too…" he whispered. "If I could go back to that moment, I would have rather surrendered than have her die in vain. She didn't deserve to die." Naruto put down the watering can, and reached into his pouch to take out a rolled up scroll. Hesitantly, he unsealed it and in a puff of smoke, a large picture frame appeared with Naruto and a ton of people Marie didn't recognize standing beside him in the same courtyard they stood in now.

"Who are they?" asked Marie, noticing they all wore a metal plated headband somewhere on their body.

"My old friends," Naruto smiled remorsefully. "I had Oobleck take this for me so I can always remember how my old friends looked like." She decided not to ask how he had achieved the photo, and instead looked at it intently. The two partners took a seat on the fountain in the center of the courtyard as Naruto pointed to the white-eyed girl with a shy posture. "This is… was Hinata."

"She's the one? She's so pretty."

"Yea…" Naruto said with a sad smile. "I remember once I had to fight her cousin, this guy here, and I was having second thoughts about the fight because he was a prodigy, but she told me if anybody could do it, it was me. I wasn't strong then, but I had a strong spirit, as she would say. I wish I had gotten to know her better…"

"What about this guy standing next to you?" asked Marie, trying to steer Naruto away from depression.

"Oh, that's Gaara! He was from another village, and when we first met he was trying to kill me," Naruto said nostalgically, getting weird look from Marie. "But he was like me," he explained, rubbing his stomach, "he had a tailed beast sealed inside him. He never made friends, which is why he ended up the way he did, but after that, we were like brothers. We both knew what it was like to be hated, to grow up alone. He was the youngest person to become Kage, which I was always jealous about." Marie allowed a small smile to form, seeing that Naruto's mood had lifted significantly, as he recounted his experiences with his old friends. She then pointed to another, and watched as Naruto's face lit up with fond memories, and couldn't help but smile with him, and frown with him when he told her he will never know what happened to them. As the night continued, she learned more and more about Naruto's old life, and told him more about Lilac, who she had been up all night about earlier. It turns out that Hinata and Lilac were a lot alike in personality, and Marie and Naruto were both headstrong when they were younger.

"So I tell Lilac that if we were ever going to get out of Mistral, we'd have to learn to fight in tournaments. It was the only way to get enough money at the time. She was never much of fighter, but I more than made up for it. At least I thought I did" Marie was surprised with how easy it was to talk about Lilac now. She couldn't remember the last time she confided in somebody so much.

"How far did you get?"

"Semi-finals," she sighed. "Lilac got eliminated the second round. It was actually the same tournament that Nikos won her first year. I wouldn't stand a chance against her, but I wish I could have faced her."

"Why don't you now? She's in our combat class, so you can try anytime," he pointed out. Marie looked away for a moment.

"I don't think I can," she admitted a bit timidly. "I mean she's so amazing, and has never lost a tournament. I heard she's super nice and humble to boot."

"She is," confirmed Naruto. Marie gave him an expectant look for an explanation. "When I was hiding under her bed, she let me explain why I was in her dorm. My old teammate would hit me for any reason she felt was justifiable, so I panic when girls get mad at me," he replied, as he rubbed his chest where Yang had punched a hole through him. "Oh, and she let me use her scroll after that too."

"I'm so jealous," she grumbled. "I'd do anything to have a chance to talk to Pyrrha… and maybe get an autograph," she added, mostly to herself.

"Why don't you just talk to her?" he asked. "She won't bite your head off."

"It's not that simple!" she insisted, standing up in frustration. She began to pace back and forth.

"Why?"

"Because!" Naruto looked at her waiting for her to continue. "I don't know, I wouldn't know what to say. People always say don't meet your heroes… and well... she's kind of mine..."

"Well figure it out," he said, getting up to give her a gentle nudge. "Jaune and his team invited me to go with them to the arcade later next week, I'll see if they're ok with all of us showing up." Marie was about to protest, but Naruto just gave her a one-arm hug, silencing her before she could begin. "Come on, you know you want to. I heard Kohl and Ren were already friends, Jaune and I already talk on a regular basis, and Mindy will probably hide behind Kohl, since Nora can be kind of overwhelming."

"Alright fine," she said, trying to escape from his surprisingly firm grip. Naruto just laughed as he watched the girl squirm. "Can you let go of me now?"

"Maybe later," he said with a wide grin, before his face lit up with realization. "I didn't realize how much taller I am than you."

"You have like two inches on me," she argued, before she gave up, and accepted her fate.

"I'm proud of my two inches," Naruto smiled. Marie couldn't help it and began to giggle. "What are you laughing at?" Marie didn't have any time to explain as she continued to laugh loudly, falling to the ground holding her sides, the joke flying right over her partner's head.

* * *

Vale

* * *

"Alright, so let me get this straight," began Sun as the three Faunus walked down the streets of Vale. "You used to be a member of the White Fang, your teammate is racist towards Faunus, and you two aren't dating or anything?"

"Wait, what?" asked Kohl, confused at his last statement. Sun gave him a pointed glare that further confused him.

"Sun, this is serious," Blake said annoyed. "I was a member most my life, but their methods changed, and they started to hurt people."

"Do you think they really are behind the Dust shop robberies?" asked Kohl, remembering Blake's side of the argument. "I mean they would definitely have the man power to do so, and the skills... Do you have any idea for a motive?"

"No, they've never needed this much Dust before," she explained, frustrated at the mystery that befell them.

"What if they _did_?!" asked Sun, with realization in his voice.

"Wow, what a compelling argument Sun," Kohl said sarcastically. "It's not like the ex-member would know anything, right?"

"Shut up," the monkey Faunus cried indignantly. "I mean, in order to prove that they didn't do it, we just have to go to where they would mostly likely would be to do it, and not find them there, right?"

"That's not how the burden of proof works, but sure," Kohl deadpanned, earning a slight smile from Blake.

"We don't even know where they would strike next," Blake interrupted before Sun could respond. "There's tons of Dust shops in Vale, where would we even start to look?"

"My team and I have been investigating this for a few weeks now," replied Kohl, interrupting Sun once more. "At first, the shops they targeted seemed random, but after careful analysis, we found that they follow an intricate pattern." He opened up his scroll to pull up the maps they had made.

"Or we can just go to the docks," Sun said annoyed. The two looked at him to continue. "Oh, do I have your attention now? Thanks," he said sarcastically. "When I was a stowaway on the boat, I heard the crew talking about a huge Dust shipment coming today."

"How huge?" asked Blake.

"Huge," answered Sun. "A Schnee Dust Company freighter." Kohl looked at the monkey Faunus with a little annoyance, having stolen his thunder.

"Well played, monkey boy…" muttered Kohl. "Looks like we got our work cut out for us."

"Alright, let's go," said Blake, the two boys following closely behind.

* * *

MNKM Dorm

* * *

Midnight held her aching head as she stirred awake. She had no idea what had happened last night, but her head was pounding. She looked around the room, and realized she was alone. Kohl had never came home, if his untouched bed was anything to go by, and Marie and Naruto were already out. She stumbled out of bed and walked over to the bathroom to splash her face with water.

" _Good morning, love,"_

"Good morning," Midnight replied. She looked back up and saw her blue-eyed self. She was still uneasy about the whole thing, but her head hurt too much for her to make a fuss about it.

" _I imagine you slept well?"_

"I guess so…" Midnight rubbed her eyes, and let out a yawn. "What happened last night?"

" _We had a great time, that's all you need to know."_ Midnight was still not used to how her reflection would move when she didn't, and it seemed rather eerie.

"My head hurts…" she mumbled.

" _Oh, right, of course!"_ Midnight felt her Aura begin to flow into her head, and the pain ceased. " _There you go, sweetie."_

"H-how'd you do that?" she asked in slight panic. "I've never been able to control my Aura, but you just did it!"

" _Honey, you've_ been _controlling it. You haven't been taking your suppressants for two days now."_ Midnight's eyes widened. She looked at her hand and tried to force her Aura to emit, and to her surprise, it did. However, it was a golden color in contrast to her usual green.

"It… it feels different than before…" She willed it away, and it vanished. "What's happening?"

" _You're learning,"_ her reflection smiled at her. " _You just need to learn your Semblance, and you'll be caught up with the rest of you team."_

"My… Semblance?" she repeated. "I thought… Back in Forever Fall…"

" _That was me protecting you. You've yet to awake your own Semblance, but when you do, I'm sure it will be magnificent."_ Midnight nodded to herself, and watched as her aura came and went at her will. It was shocking how easy it seemed now.

"Why is my Aura yellow?" she asked.

" _What do you mean? It's always been that color."_

"It was green in Forever Fall," she recalled, but her head began to hurt as she tried to remember that day.

" _No, sweetie, it wasn't, you're imagining things."_ Midnight wanted to protest, but heard a knock at the door. She came out of the bathroom, and opened the door to see Team RWBY without Blake. Midnight's eyes widened, as she was not prepared for this early morning interaction.

"Hey, have you seen Blake?" asked Ruby with concern in her voice. Midnight shook her head, earning a sad hum come from Ruby.

"Where's Kohl?" asked Yang, remembering his offer to help. "He around?"

"He, um, never came home," she answered quietly.

"Is he OK?" asked Ruby with concern. First Blake, and now Kohl was missing?

"I'm sure he's fine," replied Yang. "He said he was going to help find Blake last night, maybe he got carried away and lost track of time."

"You asked _him_ for help?" scoffed Weiss. "Of all the people, why him?"

"He offered," replied Yang, a bit disappointed in Weiss' attitude in front of Kohl's teammate. Midnight now found herself stuck in an internal argument within Team RWBY. Ruby sighed as Yang and Weiss continued to argue, and turned back to Midnight.

"Where's the rest of you team?" she asked.

"I don't know," she admitted. "They were gone before I woke up…"

"Maybe they went to find Kohl," suggested Yang, ignoring Weiss' indignant 'hey' at being interrupted. Midnight shrugged, unsure. "Well, if we see him, we'll let you know, and if you see Blake, let us know. We're going to Vale to keep looking for her."

"OK," answered Midnight, relieved that the brief interaction was over.

" _You should have some breakfast."_ Midnight nodded, and walked out her dorm.

* * *

As Midnight came into the cafeteria, she desperately tried to steel her nerves. It seemed that the entire student body was here, _except_ her team. She didn't realize how anxious she felt without them. She took a deep breath, before she heard a familiar voice behind her.

"Hey, are you OK?" Midnight nearly jumped up and screamed at the sudden voice. He must have noticed her fright, as he immediately began to apologize. "I'm sorry, I didn't mean to scare you."

"Who are you talking to, Yatsu?" asked a feminine voice. Midnight looked over to see a girl with designer shades and a fashionable outfit. She mostly wore varying shades of brown, and toted around a black purse.

"I never got her name," he admitted, turning to his leader.

"I'm Midnight…" she uttered lowly. She nearly squealed in a mixture of fright and anxiety when Coco walked right in her face and began to inspect her.

"Oh, your Mindy!" said another girl with an accent. She was accompanied by a quiet boy with white eyes and dark skin. "She's Marie's teammate. We have Oobleck's class together."

"Your teammate is the one who stuck up for Velvet-Cake over here?" asked Coco, as Midnight nodded nervously. "Alright, then you're fine in my book."

"Um, th-thanks," she said, taking a step back.

"Where is the rest of your team?" asked Velvet, sensing her shyness. She was no stranger to social anxiety, and felt it radiating from the timid girl. Seeing that their least outspoken member was taking charge, Yatsuhashi and Coco backed a comfortable distance away, Fox never saying a word.

"I'm looking for them," she said a bit more calmly. She took a deep breath and mentally told herself she wasn't in any danger. It was all in her head. "I don't know where they are…"

"Do you need help?" offered the rabbit Faunus kindly, but Midnight shook her head. Velvet didn't seem to take any offense, and just smiled at her and wished her luck as she walked back towards her team. Team CFVY walked back towards the line, and got their breakfast. Midnight was about to follow, but felt her scroll go off. It was Marie, and she was out in the courtyard with Naruto. Feeling a huge wave of relief wash over her, she turned and walked briskly to her team.

* * *

Undisclosed Warehouse

* * *

"So you haven't found anything on this strange boy?" Cinder asked an annoyed Torchwick.

"I'm telling you, he came out of nowhere, I didn't exactly catch his name," he repeated for what felt like the millionth time. "I was holding up a Dust shop with Neo, and this guy takes out all of my hired men in an instant, and took several shots from my Melodic Cudgel without flinching."

"Is that all?" she asked evenly. "Or are you missing something?"

"Like what? I told you what he looks like, and what he was able to do," he replied frustrated. He felt a hand on his shoulder, and looked to his partner with her ever present smile on her face. "Sorry Neo," he quickly apologized. He turned back to Cinder, and sighed. "The kid was no older than an academy student, and he seemed to hover in the air for a while. He didn't say much, but he sounded like a cop."

"I see," mused Cinder. "No matter, we'll proceed with the plan as usual. If he shows up, I want you to take him out. The Dust can come second." Torchwick grinned at that.

"Finally! I can kill somebody!" he cheered, before getting poked by a parasol. "I meant 'we'. You know that Neo." The ice-cream themed girl nodded, and the two left the warehouse. Cinder on the other hand began to wonder where this teen came from.

* * *

Beacon: Team MNKM

* * *

"So where are we with the Dust shop robberies?" asked Naruto, eating bowl of ramen. The three members of MNKM were having breakfast in the corner of the cafeteria in their usual spot.

"Mindy and I found the club where Junior is, but we didn't get a chance to question him," she explained. "Since we, you know, destroyed the club. I hope his insurance goes through the roof."

"I'm sure his super evil insurance agent covers Huntsman damages," joked Naruto. Marie had left out the part where Mindy got drunk, simply because it frightened her, and Mindy didn't remember anything anyway. She hadn't found the right time to confront her about it, but knew she would have to soon.

"Anyways, we can go back over to question him," suggested Marie. "But I seriously need to talk to Ozpin about getting my weapon privileges back. Fighting with some goon's sword felt dirty."

"Should we ask the other teams for help?" asked Naruto. "I'm sure RWBY and JNPR wouldn't mind chasing down some bad guys."

"Team RWBY is already on their own mission," Midnight announced. "They are looking for Blake, and Kohl is helping them."

"Is that why he's still not here?" asked Naruto. "Well, I can't get mad at him for helping out our friends." Marie raised an eyebrow at that.

"When did you start to consider them friends?" she asked curiously.

"I don't know, not long after we talked for the first time," admitted Naruto. He put a finger to his chin in thought and began to list some reasons. "Let's see… Jaune is a pretty cool guy once you get past his awkwardness, Ruby helped me make my weapons, Yang is a blast to be around, Weiss is fun to rile up, Nora helped me in the pillow fight on the first day here, Pyrrha didn't attack me when I was hiding under her bed, and Ren and Blake have this ninja vibe that reminds me of home."

"What about team CFVY?" asked Midnight, remembering her brief encounter with them earlier that day.

"Who?" asked Naruto.

"They were the ones who told me about the get well card," remembered Marie. "Say, did you ever get that?" Naruto shrugged noncommittally. "Well, what did it say? I heard a ton of people signed it."

"I don't know," replied Naruto uneasily, "I never got around to reading it."

"What do you mean? You were in the hospital for days, how didn't you have any time?"

"Well… I can't," he answered after a short pause, with a tinge of shame.

"What do you mean?" asked Marie, "I thought Kohl was the one who 'doesn't do emotions'. Worried you'll read some sappy stuff and start crying?"

"I can't read," Naruto sighed, seeing that there weren't any other students in earshot. "I never _really_ finished my lessons with Oobleck because I could already communicate with him. I never got around to learning to read."

"If you can learn to speak in a few months, why can't you learn to read?" asked Midnight, a bit confused. Naruto just sighed, and leaned back in his chair.

"It's not that I can't… I don't _want_ to... I don't want to forget where I come from. Oobleck said my language doesn't really exist in this world. Even now, I can't remember certain words or phrases… I'm afraid of forgetting about it altogether."

"You mean you've begun to forget where you come from?" his leader asked.

"No, I can't forget Konoha, I just don't remember it as clearly. If I try to remember conversations I've had with my old friends or teachers, I remember them in English, or in bits and pieces. I only have a few complete memories that are still in my native language, and I don't want to forget them... I don't want to forget her…" He added so lowly neither of the girls heard him. His two teammates nodded in sympathy, and felt terrible for his predicament. On one hand, if he fully adapts to his life on Remnant, he might start to forget his old life, but if he doesn't, he'll never quite fit in.

"We can read it for you," offered Midnight. "Just so you know what it says."

"Yea," agreed Marie, trying to shift the mood. "Where is it? I want to hear what they said about you." Naruto looked at his two teammates gratefully, but shook his head.

"Let's wait until we're all here. Kohl would probably want to know too." Marie pouted slightly, and Midnight nodded with a slight smile.

* * *

Vale: Docks; Later that Night

* * *

"Still no sign of them?" asked Sun, holding an armful of apples. Blake was lying on top of a container watching the crates, although they have been sitting there for hours. "I stole you some food."

"Do you always break the law without a second thought?" asked Blake.

"Hey, weren't you in a cult or something?" he asked back, earning a glare from Blake. "Too soon?"

"They aren't a cult," said Kohl from behind Sun, causing him to jump up and drop his apples.

"How do you keep sneaking up on me?" he demanded, while Kohl ignored his outburst.

"They're just a bunch of people like us who can't take the treatment humans have been giving us. I had half a mind of joining them too, but that was before the first leader stepped down."

"You never mentioned that," said Blake, as Sun sighed at being ignored again. "What reasons did you have?" Kohl nearly winced at the question, but neither other Faunus caught it.

"I, um, just had nothing else to lose," he replied vaguely. "When you have everything taken from you, you tend to think and do some stupid things."

"How stupid?" asked Sun.

"Let's not discuss that now," replied Kohl, pointing to the large Bullhead that arrived. "We have company." Blake and Sun lowered themselves to not give away their position, as people began to jump out of the ship. Sun then saw Blake's expression.

"You really didn't think they were behind this, did you?" he asked softly.

"No, I think deep down, I've always knew… I just didn't want to be right," she sighed back. The disappointment in her voice was almost palpable.

"You two stay here," said Kohl, "I'll be back in a bit." He jumped down from where the three were standing, and landed without making a sound, before disappearing around a corner.

"Who put him in charge?" asked Sun indignantly, getting really tired of Kohl's stoic attitude.

"It doesn't matter," she began, but heard a voice coming from the ship. He was insulting them as they worked, which irritated Blake to no end. "Why are the White Fang working with a human?"

"I don't know maybe-" he began, but saw Blake jump down and rush Torchwick. "Damn it, you guys can't just leave me like that!"

Blake had made a mad dash through all the Fang members, and got the drop on Torchwick. He was in the middle of talking down to another member when Blake pressed her sword to his throat. He cursed under his breath in annoyance.

"Nobody move!" she ordered. Several White Fang members drew their weapons, and quickly surrounded her.

"Whoa! Take it easy there little lady," chuckled Torchwick. Blake saw that her threats were doing nothing to stop the Fang from advancing forward, so she undid her ribbon and tossed it away.

"Brothers of the White Fang, why are you aiding this scum?" she asked. Before anybody could answer, Torchwick moved his head slightly which allowed a parasol to strike Blake in the face, disorientating her. When she looked up, Torchwick was accompanied by a short girl with mismatched eyes and pink, white and brown hair.

"Thanks Neo, I have no idea what I'd do without you." Neo just smiled at him, and raised her umbrella towards Blake. "You picked the wrong operation to try to stop, Kitty Cat. You see, we've had a few hiccups along the way, and now we've beefed up our forces." He felt a slight tug from his partner, and ducked as Neo opened her parasol to block some shots from Sun, who had seen the entire thing unfold.

"Yea, well she brought back up too!" declared Sun, shifting Ruyi Bang and Jingu Bang into their staff form. He landed gracefully next to Blake, ready to throw down. "Hey, where's birdy?" he whispered.

"I don't know," she admitted, "but we need to stop them." Torchwick motioned towards the pair, and Neo sprang into action. Blake was first to attack, but it was easily parried, while Sun tried to attack the short girl from behind. Neo proved to be much more experienced, as she used the handle of her parasol to hook around Sun's weapons and disarmed his with ease, all while evading Blake's rapid strikes. Neo then grabbed Sun's tail and yanked on it hard to put it in front of Blake's strike, forcing her to stop. In that same moment, Neo swept Blake's feet from under her, and bashed Sun with her weapon. The two students were forced back, as Neo stood there posing for them, smile mocking their joint efforts.

"Good work Neo," complimented Torchwick. He had ordered the Fang members to continue loading the ships, and the first was about to take off. Torchwick raised his Melodic Cudgel to fire at Blake, but found himself tied up with a thick steel wire. "What the-"

"You talk too much," said Kohl, as he loaded another tethered harpoon into Primrose. "It looks like the little one is the muscle, but that would make you the brains? I have a hard time believing that."

"You little punk," began Torchwick, struggling against his bindings. Kohl was forced to evade a parasol strike as Neo quickly came to her partner's aid. Kohl jumped back to put a lot of space between himself and the umbrella wielding woman, seeing that she had easily taken two people by herself.

"Kohl, where were you?" asked Sun, annoyed at his 'dramatic' entrance. "We could've used your help five minutes ago."

"Would either of you have listened if I asked you to wait?" he shouted back. "Besides, the cavalry is on its way."

"You think a bunch of cops are going to be a threat?" asked Torchwick, as Neo undid his bindings. "The police in this town are useless, they let Huntsman and Huntresses do all the work!"

"That's why I didn't call the police," Kohl smirked. As if on cue, Ruby annouced her arrival as some girl Kohl's never seen before accompanied her. "but I didn't call her…"

"Red?" asked Torchwick in disbelief and annoyance. "Ugh, this day just keeps getting better…"

"Ruby?" asked Blake, seeing her leader standing on the rooftop. Ruby turned for some reason, which was all Torchwick needed to send her flying back from a shot from his cane. Blake grew angry and charged at the criminal, only for him to easily parry her strikes. Sun joined in soon after, and Neo rushed forward to aid him, but was forced to evade a strike from Kohl.

"I'm your opponent," said Kohl evenly. Neo just stared at him, before raising her weapon at him. "Um, you don't say much, do you?" Neo just charged forward and forced Kohl on the defensive, sending rapid jabs at him. He was forced back from a particularly powerful strike, making him tumble back. "Damn, you really are the muscle, aren't you?"

"…" Neo just turned her head slightly and smiled.

"At least one of us is enjoying this," he muttered as he got back to his feet. He rushed at her, swinging Primrose in its Zweihander state, only to break Neo into glass.

"DUDE! You just killed that poor girl!" shouted his team leader from behind Kohl. He turned to see Marie and Midnight running towards him. Marie looked at Kohl with disappointment. "I didn't know you were into beating up women."

"I'm not!" defended Kohl, looking around for where Neo might be. "She was kicking me around before you two showed up."

"It doesn't matter," smirked Marie, "I talked to Ozpin after breakfast, and he finally gave me back my weapon. I'm so ready to kick some ass! What about you Mindy?" The girl nodded with an unfamiliar, yet confident smile, as her eyes flashed blue.

"Where did that girl go?" wondered Kohl aloud. He looked back to the fight going on between Sun, Blake and Torchwick, but she wasn't there either. "Where's Naruto?"

"He's here," replied Marie with a shrug. "I think he's doing some ninja stuff."

"Meaning?"

"Hell if I know," she admitted. Their banter came to an abrupt halt when Neo tried to bash Kohl's head in while turned around. Surprisingly, it was Midnight who blocked the strike.

" _She was in the middle of a conversation!"_ she hissed, before her eyes reverted back to green. "I'm sorry, I didn't mean that," she whispered in a panic.

"…?" Neo gave her a quizzically look, and fell back a few paces. Marie charged at her, Impes Diabolica glowing red. With a mighty swing, Marie sent forth a red wave in the shape of a crescent that Neo was forced to block by opening her parasol. The explosion was impressive, but Neo was unharmed, and gave her a small smile. Kohl ran after Marie, splitting Primrose into two and tried to ensnare Neo's weapon in his hook-swords. Unfortunately, Neo proved to be much stronger than she looks, and easily pried her weapon free, and jabbed him a few times. Midnight took this opportunity to snap her sword into its whip form and send it snaking towards the ice-cream girl. Neo looked past her opponents, and her form simply shattered, and the real Neo was nowhere to be found.

"Damn it, she's gone again," cursed Kohl. The three members then ran towards Blake and Sun to assist them with Torchwick.

* * *

Naruto had just finished placing his explosive tags on nearly every one of the air ships. In addition, he had swiped some files from one that seemed important, even if he wasn't sure what they said. As he climbed down from one airship, several began to rise in the air. He was about to jump at them, but several swords embedded themselves on to the sides of one.

"Whoa," he said to himself, seeing an orange haired girl single-handedly yank the Bullhead out of the sky. The others he had planted his tags on began to explode, leaving the metal bodies to fall into the docks. "Nice!" he cheered, pumping his fist in the air. Before long, a shockwave caused everybody on the docks to fall over. Looking over for the source, he spotted a grey-haired teen fighting off several White Fang members barehanded. Naruto wouldn't have been impressed by this normally, but he didn't even bother blocking sword strikes, or bullets, as they seemed to bounce off him harmlessly.

"You are all being detained," he shouted to the goons that continued to attack him with no avail. He grew visibly frustrated. "Damn it, just stop! I'm trying to arrest you guys! Don't make this harder than it has to be!"

"He doesn't seem very professional…" uttered Naruto as the boy was easily flustered by the groups of criminals that didn't go down easily. It appeared that he wasn't sure what he was doing, but soon, he seemed to notice somebody.

"You!" he shouted, ignoring the White Fang now. He ran towards Blake and Sun's fight, where they were forced to be on the defensive. "Roman Torchwick, you're under arrest!"

"Damn it, not this kid again," he cursed under his breath. Neo was already by his side, and the two turned their attention to the strange boy. "What do you want kid? Can't you see I'm in the middle of something?!"

"You got away once, but I won't let you out of my sight again!" he declared, reaching for a gun on his hip. It didn't seem special at first, but once he aimed it, it began to transform into a large cannon that encased his arm. He let out a huge blast of red energy that the two criminals narrowly evaded, Neo opened her parasol and dispersed the blast as a large amount made it's way towards Naruto, and he saw red.

* * *

Blake and Sun were behind a crate trying to catch their breath, as they saw the scene unfold in front of them.

"Who are these guys that showed up?" asked Sun.

"That's Kohl's team," explained Blake, holding her arm. It was extremely tender at the moment. "I don't know who that guy is with the arm cannon though. Is he a friend of yours?"

"Can't say he is," replied Sun. "Law enforcement and I don't really get along." The two then saw Naruto tackle the boy out of the air, and begin to wail on him. "Whoa, why is blondie beating up the fuzz?" asked Sun.

"I don't know," replied Blake, a bit shocked. "We have to help him!" Just then, the grey haired teen began to fight off Naruto, and gained the upper hand.

"Which one?" asked Sun. Blake rolled her eyes and charged at the two, before they injured themselves. They had a common enemy, how can they just start a brawl in the middle of an encounter?

"Naruto! What are you doing?" shouted Marie, as she finished off a third group of White Fang members. "That guy was fighting Torchwick! He's a good guy!" Naruto ignored his leader as he formed several clones to overwhelm the stranger. A few of them had actually intercepted Blake and Sun, blocking them from getting any closer.

"He's got something he shouldn't have," growled Naruto, his eyes a piercing red, and his canines elongated. "I **need ANSWERS!"**

"What is going on?" asked Kohl, seeing his teammate freak out. Mindy, however looked in silent horror.

'It's just like the time in Forever Fall,' she thought to herself. 'But…I thought I was controlling my Aura now! How is this happening?'

"Naruto, calm down!" ordered Marie, running over to the two fighting. Kohl was about to follow when he noticed Midnight paralyzed at the sight.

"Mindy, we have to get out of here. There's a fight going on, and I don't even know who is on our side at the moment," he urged, seeing Blake and Sun dispelling two clones.

"It's happening again," whispered Midnight. Kohl didn't have time to snap her out of it, and hoisted her over his shoulder to find cover. He ran back towards Ruby, who was watching in awe at the orange haired girl taking on waves of White Fang members with ease.

"Red!" called out Kohl. Ruby turned back with wide eyes. "I found Blake," he joked, seeing her panic.

"What's going on?" asked Ruby. "Naruto is attacking Blake, that guy Blake was with and the guy who attacked Torchwick, and Penny is controlling those swords and shooting a giant laser beam, and why is Midnight on your shoulder!? Is she OK?"

"She'll be fine, but she's out of it right now," informed Kohl. "I have to go help my team, can you watch her for me? I'll make sure he doesn't hurt Blake."

"Y-yea," agreed Ruby, unsure of what she should do. Blake wasn't in any danger anymore as Sun dispelled the last Naruto clone, and Weiss and Yang weren't anywhere near the docks. She drew Crescent Rose and stood in front of Midnight protectively as the girl muttered to herself.

* * *

" **Who are you!?** " shouted Naruto to the grey-haired boy as he held him up against a crate.

"I work for Atlas Military," answered the boy, his voice not strained at all. He was physically battered, but he didn't seem to mind.

" **I asked 'who are you,' not who do you work for!"** growled Naruto, his red cloak beginning to cover his body.

"I don't understand," the teen said confused, but Naruto just got angrier. He threw the teen down on the ground, and formed a dark purple Rasengan in his right hand.

"Naruto stop!" shouted Marie, as she tried to pry Naruto off the beaten teen. Naruto's eyes flashed back to blue, and he realized what he was doing. "What are you doing? He was helping us!"

"I don't know," replied Naruto, looking down at the teen below him. "I was just following my instincts." He got off the boy, and the group noticed that Torchwick and Neo had gotten away during their scuffle, although they left behind a massive number of White Fang members all defeated on the ground.

"What's going on?" asked Kohl, finally catching up.

"I don't know," replied Marie. She then looked at the teen, and offered a hand to help. "Who are you?"

"I work for the Atlas Military," replied the teen again, reaching into his pocket. He took out his scroll and began to type away before turning his attention back to the three Huntsman in training.

"Where did you get that gun?" asked Naruto, still hesitant to trust the newcomer. The energy it shot out felt familiar, but foreign at the same time.

"I'm afraid my boss has prohibited me from saying any more," he replied, placing his scroll away. "He should be here in a few minutes to answer your questions." Marie nodded, and tried to calm down Naruto.

All of the students had gathered around a few crates as they awaited the police to handle everything. Naruto rubbed his seal a few times, feeling uneasy around the newcomer, as Blake and Sun talked about what was to come next. Ruby voiced her concerns to Penny, given that she wasn't sure what was going to happen to her team, but the orange-haired girl smiled and tried to assure that things would work out. It wasn't long before Yang and Weiss showed up, prompting Ruby to shoot up and try to explain everything for Blake's behalf, only Kohl seemed to beat her to the punch.

"Schnee," he called out to her, standing in front of Blake and Sun. Weiss seemed a little put off, but acknowledged him.

'Baby steps,' Weiss told herself mentally. "Yes?"

"I want to apologize," he nearly whispered. It almost seemed to be physically painful to utter those words. Weiss was caught completely off-guard.

"You what?" she asked, before Yang elbowed her in the ribs. "Ow, I mean, for what, exactly?"

"You're not going to make this easy, are you?" Kohl growled. He took a deep breath and started over. "I want to apologized for being a dick," he replied bluntly. "You hadn't done anything to me personally and I had preconceived ideas of who you were. I didn't give a rat's shit if you were nice or not, I disliked you for your name alone. Which is kind of a douchey thing to do." Marie seemed to be wiping a faux tear away in the background from his moving apology. There was a long pause of Weiss just looking at the bird Faunus before she sighed.

"Um, apology accepted," Weiss finally said. "I shouldn't have said those things back during the contest… I was… wrong…" she finally managed to utter out. Yang decided to chime in at this moment.

"Does that mean you're holding up your side of the bet?" asked Yang. "You do owe him dinner, Ice Queen."

"Yang!" chided Weiss, before she looked at Kohl who shrugged not caring either way. His poker face was much better than hers, as she couldn't tell what he was thinking. "I guess… I wouldn't be… opposed to it…" she forced out, trying not to scowl at the thought, "if you wanted… to still."

"I get to pick where, right?" asked Kohl, feigning a thought. Weiss didn't catch on to his sarcasm, and nodded, as Yang was smiling in the background, unable to hold in her joy. "I'll pick another day, I'm not hungry now," replied Kohl, as he walked back to his team, leaving Weiss to deal with her own teammate.

"So, you were out with Blake all weekend?" asked Marie, to which Kohl nodded. "The least you could have done is called."

"She asked me not to."

"Of course she did," muttered his leader. "So you got any idea why Naruto went berserk on that other guy?"

"Not a clue," he admitted. A few moments later, a car showed up, and out came none other than General Ironwood. He seemed rather serious, and walked straight to the grey-haired boy.

"Are you harmed?" he asked, to which the boy shook his head.

"Nothing serious, General. These are the children I told you about."

"Children?" asked Marie indignantly. "Look at you! You look like a student still!"

"I apologize for Cobalt's behavior," began Ironwood, as he looked for Naruto. The blond was giving glare that demanded answers. "If I could speak to Mr. Uzumaki alone-"

"No point, General," Naruto replied evenly. "I don't keep secrets from my friends. Anything you have to say to me, you can say to my entire team." Ironwood sighed, but nodded. He was in the wrong no matter how you looked at it.

"Very well," he said, composed. Team RWBY all began to look for Penny, as she had mysteriously disappeared. Team MNKM huddled a bit closer expecting Ironwood to start explaining. "We can discuss with your headmaster, I believe he will want to know as well. If you four would," he said, gesturing to the limo awaiting them. The four got into the car, followed by Ironwood, and they drove off to Beacon.

* * *

OMAKE: Battlefield/CoD Spoof Part Two

" _Kit,_ what's your ETA?" asked Marie.

"I'm eleven seconds away, _Bloody-M"_ responded Naruto. " _TT-Heart_ _,_ Where is the enemy?"

"Two of them are entering the building from the southern entrance, and the third is scaling the wall from the eastern side, _Gangar,_ you should be able to flank them, it seems that they are playing as if it were a free for all match."

"Am I supposed to plant the bomb?" asked Midnight. "The objective is clear."

"We'll watch your back," assured Marie. "Alright team, rendezvous on _Gangar's_ position. Form a perimeter around all entrances. _Kit_ , can you handle the warehouse entrance?"

"Can do," Naruto smirked, seeing an enemy player approaching. "I've got a enemy submachine-gunner, goes by the name of _BronzeDove,_ should I take him out now? He's heading into the elevator."

"Negative," replied Kohl. " _RusselThyJimmies_ is almost in line with my shot, but I lost visual of the other two."

"Roger that, _SilverSkies_ is coming in through the window on the second floor, looks like he's toting around a sniper... Is he trying to quick scope?" asked Maire.

"Where is the last guy?" Naruto asked impatiently. "I swear, this team is a bunch of pansies."

"Alright, take each one out on my mark," interrupted Kohl. "In three... Two... One... FIRE!"

There were three burst of fire in separate locations, and three members of the enemy team were wiped out at the same time.

"Alright! Now, let's find the last guy," Marie said with a victorious fist pump. She navigated around the building but there was no sign of the last guy. "I think he's trying to play mind games..."

"No way, _Gangar_ just planted the bomb," argued Kohl. "There's no way he has time to take us all out AND disarm the bomb."

"Still... let's split up and find him," suggested Naruto. "I'll head over to their spawn, to see where he might have gone."

"Alright, _TTheart,_ you watch the objective, _Gangar_ and I will circle the perimeter."

"Aye, aye," Kohl said stoically. "You guys have fun with the manhunt, I'll watch the thing explode." A few moments passed, and Midnight spotted something.

"Guys... I think I found him," she informed. "He's just standing there..."

"Where?" asked Marie.

"In the cave on the eastern side of the map..."

"The objective is going to explode in ten seconds," informed Kohl. "I don't think he'll make it all the way over..." Midnight wasn't sure, and decided to be safe rather than sorry. She aimed her rifle and in a single shot to the head, downed the last man standing.

"That felt anticlimactic..." Naruto sighed. "What fun is it if he's not even going to play?"

CRDL's Dorm.

"What the hell Cardin!?" Russel shouted. "What happened?"

"Shut up!" Cardin yelled back. "Something's wrong with my scroll, it's not connecting to that damn game!"

"Already making excuses?" sighed Dove under his breath.

"I'm serious! Which one of you has been messing with my scroll?" he demanded. He was met with even stares from Dove and Russel, but Sky looked away nervously. "Damn it Sky! What the hell is wrong with you?"

"I thought it was Russel's," he explained weakly. "You thought it was funny when I stuck Dove's sword in tower of Jell-O."

"That was funny," admitted Cardin, although his annoyance was still present. "What did you do to my scroll?"

"I, umm..." he began, before he started to look for an escape route. Once he saw the window opened, he leaned next to it. "Might have dropped it in the urinal before we started playing."

"DUDE!" shouted Cardin, rising to his feet. "I PUT MY FACE ON THIS THING!" Sky didn't stick around for long, and jumped out the window, realizing too late they were on the fourth story.

MNKM's Dorm.

"Whatever the reason, that didn't feel like much of a win," continued Marie. "Hey, Kohl, check if _Fairy-Princesses_ are on, they were actually good."

"Uh, it looks like the got off about ten minutes ago. Want me to send them a message?"

"Nah, we can face them later. Let's find a new lobby. Any particular preferences?"

"Why don't we face that lobby right there?" asked Naruto, pointing to the list of names. " _MythoLegends_ sounds pretty cool, and their rank is way higher than _BirdBoys._ "

"Alright, let's go!" Marie said enthusiastically. "WHAT TEAM?!"

"WILDCATS!" shouted Team MNKM, with the exception of Naruto.

"What am I missing this time?" he muttered under his breath.

"It's just a reference to a movie from a few years ago," explained Kohl.

"Remember team," continued Marie, getting their attention. "We're all in this together."

* * *

 **A/N**

 **Well, there is Volume One, I hope you all liked it. I've been debating whether I should make Volume Two a separate story, but I've decided to just build on this one, as this chapter was not really an 'ending' per say. I'll try to keep up my update schedule to at least once every two weeks, with the possibility of once a week.**

 **Make sure to check out the poll, I'll probably leave it open until New Year's, depending on how far this fic gets, and what direction it starts to take. I'll be branching away from canon and into more original content soon, so look forward to that!**

 **Make sure to review, and if you have any questions, I'll answer what I can via Private Message.**

 **~LVR6**


	12. Unwind

Chapter Twelve: Unwind

* * *

Team MNKM remained silent in the elevator up with Ironwood. He had not brought Cobalt, something that Naruto found suspicious. Naruto was aware that Ironwood knew he had many questions about the boy, but to not bring Cobalt here was too convenient. Naruto, however, was not aware of the exchanging looks his team was sharing, given his preoccupied mind. When the doors finally began to open, Team MNKM was surprised to see Ozpin pacing back and forth with a serious expression he had never worn, and Qrow leaning against the wall being scolded by Glynda for drinking so early in the morning. It seems there was already a discussion that took place, and from the looks of it, it didn't go well. Ironwood stepped out first, and tried to open the discussion.

"Hello Professor Ozpin," he began, only to be cut off by Qrow.

"Get straight to the point, Jimmy," he hissed. "We all know why you're here, so start explaining why you're experimenting on kids." This got the attention of the four students, but Ironwood was not fazed.

"You've got it wrong Qrow, I'm not experimenting on children. Cobalt is a special case we've been working on."

"What are you talking about?" Naruto growled.

"Ozpin, you know that Atlas is always working to make new technology," he said, earning a slight nod from Ozpin. Naruto didn't like being ignored, but bit his tongue. "We want to make the world safe, and make everyone's lives easier. When we studied Naruto's energy, we found that although it is similar to Aura, it also has trace amounts of what seemed to be Dust at first. Under certain conditions, it took on properties of wind, and even fire."

"What's your point, Jimmy?" the scythe wielder asked irritably.

"We use Dust for energy, but as you know, it doesn't work outside our atmosphere. Space travel is something that is a fantasy to us, but Naruto's energy doesn't have such a limit. My scientists been able to isolate it in chamber where Dust would normally not work but his chakra had shown no changes. If we can figure out how to harness and use it, the possibilities are endless."

"That doesn't explain your 'special case'," growled Naruto. He felt two hands from Kohl and Marie on his shoulders holding him back from a step forward he didn't realize he took. Ironwood realized that he had gone off topic, and let his enthusiasm die.

"Right, of course," he said, composing himself once more. "Professor, I have mentioned to you before about a predicament one of my head scientists has." Ozpin nodded, although he showed a slight amount of confusion. "Well, his situation had brought him to a new area of robotic research. He wanted to create a sentient android."

"You mean artificial intelligence?" asked Midnight, surprising her teammates with her brief outburst.

"In a way, yes," replied Ironwood, as he turned back to Ozpin. "One of the problems we had with this was creating something more… human. We've had many close cases, but in the end, they've all failed… until Cobalt."

"Does that mean Cobalt's a robot?" asked Marie to Kohl, who shrugged.

"Naruto, you seem to want to ask something," noted Ozpin. "Go ahead."

"Thank you, Professor," began Naruto. He glared at Ironwood, and raised his hand, creating a Rasengan. "Do you know what this is?"

"It's chakra," replied Ironwood easily.

"Correct," Naruto smiled sarcastically. He then pushed it against the wall he was standing next to, making it crumble.

"Naruto!" chided Glynda, but the boy ignored her. He raised his other hand, and created a second Rasengan, only it became a dark purple color as it was infused with the Kyuubi's chakra.

"Do you know what _this_ is?" he emphasized. Ironwood inspected it more closely.

"It still looks like Chakra," he replied a bit hesitantly. "Albeit, a bit darker."

"Almost," replied Naruto, thrusting it into the opposite wall, causing a much bigger area of destruction. "That was my chakra with some of the fox's mixed in." He then began to emit a deep red color, which immediately put Ozpin, Glynda and Qrow on edge. Qrow had seen what it could do firsthand, and the other two had seen a glimpse from what Qrow managed to record.

"What are you doing, Mr. Uzumaki?" asked Glynda sternly. Naruto once again ignored her.

"Finally, do you know what _**this**_ **is**?" he growled, his voice distorting. Ironwood once again gave the same answer. " **Alright, why don't you touch it**?"

"What reason would-" began the General.

" **This is what Cobalt** _ **would**_ **be feeling if he was human, so touch it!"** he demanded, extending his arm out to the General. Ironwood grabbed his wrist, and immediately retracted it as his skin began to burn.

"What the," he said, waving his hand to cool it off. Naruto allowed the chakra to recede. "Naruto's chakra has never shown such adverse effects in our labs."

"That is what your robot is blasting people with when he uses that gun," Naruto explained angrily. "Now this is my final question. WHY does he have the fox's chakra?"

"Yes, General," chimed in Ozpin. "Why _did_ you infuse this robot boy with an energy you do not understand?" The three Huntsman and the four Huntsman in training looked at the General with pointed glares.

"I'm trying to protect Remnant," he replied, frustrated. "We need to be prepared for the next threat that comes our way, even if we are in a time of peace.! You have done nothing with this new power to benefit the world, am I so wrong to be the first to try?"

"YES!" shouted Team MNKM in unison.

"It's a huge invasion of privacy!" shouted Marie.

"You didn't even ask him!" pointed out Kohl.

"And you've done this behind Ozzy's back after he's trusted you for so long!" added Naruto. Ironwood took a deep breath, and sighed tiredly.

"It appears that you're on your own, James," added Ozpin.

"I see that Ozpin," he replied with masked anger. "What would you have me do, then?"

"You can start by removing blondie's Chakra from your toy robot," Qrow chimed in immediately.

"We can't," replied Ironwood, earning even more annoyed looks from the veterans in the room. "Cobalt can't use the Chakra directly. The weapon he has is infused with different Dusts, which the Chakra is able to magnify the effects of. It uses the same technology that we used to drain Naruto's chakra on a much smaller scale, the only difference is that the gun then infuses it back into his body. Naruto's Chakra is the only thing that is keeping him going. Before the infusion, Cobalt was just another mindless robot, but afterwards he began to gain a sense of self. If we take it out, it might kill him."

"Don't do that," said Naruto, much more calm than before. Qrow gave the boy a quizzical look.

"Kid, that android is dangerous," said Qrow. "You're the only one who knows how this Chakra stuff works."

"It's not Cobalt's fault," replied Naruto, looking at Ironwood. "It's yours. I didn't ask to have the fox sealed in me, just like Cobalt didn't ask you to stick my chakra in him. As much as I hate to say it, your reasons for doing so… aren't too dissimilar for why it was done to me." His team was a shocked to see Naruto drawing parallels that compared Ironwood to his own father.

"What were the reasons that-"

"You don't get to know that!" Naruto interrupted. "I don't like you, and I don't trust you. My life is none of you concern." Ironwood was taken aback, but agreed. He had no place to ask such things after this invasion of privacy.

"So, what is to come of Cobalt?" asked Ozpin.

"I've had him go on a few field tests," replied Ironwood, getting glares from the team behind him. "He's going to continue as a student of my academy, and will participate in the Vytal Tournament."

"Then I am too!" insisted Naruto.

"Naruto, you don't have an Aura to gauge," reminded Glynda.

"If Jimmy here can enter his student who has no Aura, why can't you?" Naruto demanded.

"That is true; how _will_ he participate if the officials can't call the match?" asked Ozpin.

"I've had my scientist link his scroll with a program that detects the damage he takes in battle, and will display his Aura accordingly. He won't have an edge, since he can't feel when his Aura is depleting, and instead will get periodic reminders that inform him of his Aura levels, or he can just look up at the giant monitor."

"So he's cheating?" asked Kohl. "Then Naruto can cheat too. Let him get in on that program." Marie tried to hide a smirk, knowing that Kohl just wants to participate in the Tournament.

"Very well," he agreed easily. "I'll have it sent to you once I'm back on my ship. Is there any other questions from you, or is this interrogation over?"

"No," replied Naruto, seeing that his team would get an explanation from him later. "We're done."

"Then you are dismissed," replied Ozpin. "I'm sure Qrow and Glynda have a few things to discuss with the General." Naruto could almost feel the killing intent radiating off Qrow, but said nothing and left with his team.

* * *

Team MNKM Dorm

* * *

"That was a headache," complained Marie, falling on to Naruto's bed face first. "Are you good though? You seemed really pissed in there."

"I'm fine," assured Naruto, taking a seat at the desk in their room. Kohl sat on his bed and took out his scroll, scanning through it. Wanting to shift the spotlight away from her partner, Marie looked over to Kohl.

"So anything you want to share Kohl?" Marie asked with exaggerated inflection in her voice.

"What are you talking about?" he asked, not looking up. "What would I have to share?"

"I don't know, you were gone for the whole weekend with a cute Faunus girl," began Marie. "You didn't call home, and Mindy was worried sick! What happened between you? Am I going to be an aunt?"

"No, nothing like that," he answered, ignoring his leader's face fall. He didn't seem remotely bothered by her implications.

"Wow, you're like absolutely zero fun to tease," she sighed as she once again failed to get a rise out of him.

"What about you and Mindy?" asked Naruto. "I was gone most of Saturday, how did the Dust robberies investigation go?"

"It was fine," assured Marie, laughing nervously. "Nothing spectacular happened."

"What happened after we left the first club?" asked Midnight. "I can't really remember that day well." This seemed to grab both boys attention.

"N-nothing happened," replied Marie. "We just walked around looking for Junior, then we crashed his place, remember?"

"No," she answered simply, ignoring the signals Marie was desperately trying to give. "What happened? I woke up sore all over, especially my head."

"Oh, the club was loud, you know," Marie tried to wave off.

"What _did_ happen?" asked Kohl. "You seem to be hiding something."

"Nothing!" she insisted.

"You're a terrible liar," chuckled Naruto.

"Look, Mindy was offered a few drinks when I was talking to the bartenders, and before I knew it, she was kind of tipsy." Midnight's eyes widened. She remembered the first club now. Marie had ignored a guy that tried to approach her, and Midnight felt a bit sympathetic. She didn't know the drink he offered was to get her drunk, she thought it was a thank-you for acknowledging him. She knew how awful it is to be ignored, and a fruity drink seemed to be an appropriate token of gratitude. After that, her memory began to get blurry again.

"How did you let that happen?" asked Kohl incredulously. He had no malice in his words, just sheer curiosity.

"I was too focused on finding Junior," she admitted. "I didn't think anybody would have tried to take advantage of Mindy that way."

"What do you mean?" asked Midnight. Her team looked at her with skeptical expressions. "W-why are you all looking at me like that?"

"Mindy, do you know what most guys our age want?" asked Kohl seriously. She shook her head nervously, getting a sigh from Marie.

"Mindy, we're going to have a talk…Like right now," she said, dragging Mindy into the bathroom. It wasn't long before they stepped out, and Mindy hid her burning face from being seen. "Ok, now that that's settled, let's talk about our break."

"What break?" asked Naruto.

"First semester is over," Kohl answered. "We have about ten weeks of down time before classes start up again. I suggest we start training for the Vytal Tournament, we need to get our teamwork in check."

"What are you talking about, we work great together!" argued Marie.

"No, we don't," Kohl replied evenly. "We've haven't had a real mission where we have had to work together in combat roles since our initiation, and that wasn't really impressive, given we only took out a single Ursa."

"That Ursa was stronger than any Ursa I've ever seen," Marie pointed out, before she realized the truth in his words. "I guess your right… Back at the docks, we were all fighting individually, not really as a team. Why is that?"

"Kohl was out with Blake, I had to plant some bombs and swipe some files, and you barely got your weapon back," answered Naruto. "Speaking of which, Mindy was the only one who was being a team player. She protected you from that umbrella girl."

"That mute midget is tough," grumbled Kohl. "She was able to keep Blake and Sun at bay long enough for Torchwick to escape, and that's not even mentioning that she took a blast of Chakra enhanced Dust from Robo-boy using her stupid umbrella."

"That thing is ridiculously sturdy!" agreed Naruto. "The blast it was able to disperse should have made a crater in the ground. I wonder if Cobalt was trying to kill them…"

"You know what, let's stop talking about that night," sighed Marie. "We've had a rough couple of weeks, and I just want to unwind. Naruto, did you ask JNPR about the arcade later?"

"Oh, right, they said it was cool," grinned Naruto. "Oh, but RWBY might be there too."

"By herself?" asked Midnight.

"No, not Ruby, team RWBY," clarified Naruto. "Ozpin really messed up naming her team. All four of them will be there."

"Hey Kohl, are you going to be ok with Weiss being there?" asked Marie. Kohl sighed, and shrugged.

"I know there is still going to be some awkward air around us, but it doesn't bother me. Besides, Ren and I still have to swap recipes." This got a few strange looks from his teammates. "What?"

"You're swapping… recipes?" asked Marie. "With Ren?"

"Yea, he's a good cook, according to Nora," he informed. "I'm not too bad myself, but I don't really cook for anybody else. Ren's got a taste tester, so he's probably leagues above me."

"Whoa, don't just try to play this off," demanded Marie. "Since when has this been your thing?"

"Why are you trying to make such a big deal about everything?" sighed Kohl. "Just because I don't have a ton of free time, it doesn't mean I don't have hobbies." Naruto stopped Marie from further interrogating the Faunus by interrupting.

"Anyway, do any of you know where the arcade is?" he asked. "I kind of forgot to ask for directions."

"You idiot…" mumbled Kohl. "Do you even know which one?"

"Heh, heh… no?"

* * *

Vale: Public Park

* * *

"I'm telling you, these kids these days are getting weirder and weirder!" exclaimed Torchwick as he casually sat in a park bench with his partner. The normally multi-colored girl nodded silently, and continued to enjoy the ice-cream Roman had bought her. The two were dressed in all black, Neo fashioning her now black hair into twin tails with fancy white bows that would normally match Torchwick's attire. Torchwick on the other hand wore a black overcoat and a maroon beanie that hid most of his hair from view. "I know that they go to fancy Huntsman schools and all, but nobody, especially not a dorky little girl, should be able to yank a bunch of airships out of the sky like it was her job! And don't get me started on the whiskered kid, that little bastard gives me the creeps."

"…?" Neo looked over to him and turned her head questioningly, ice cream dripping from her chin. Torchwick knew her unasked question immediately.

"He started attacking the cop kid right after he shot at us with the red explosion," explained Torchwick, wiping her chin for her. "My weapon didn't leave a mark on him, but the blond was causing physical damage with his bare hands. Even when you hit him upside the head with your parasol, that kiddie cop was barely rattled." Neo nodded in understanding, realizing that it _would_ take a frightening amount of raw strength to achieve that. "Anyway, how's your ice-cream?" he asked. Neo gave him her brightest smile, earning a slight chuckle from Torchwick. "Good."

The two sat in a comfortable silence as Neo finished her frozen treat, and Torchwick letting his mind wander. He wanted to kill that damn teen cop, but he had no idea where he would be now. To top that off, he knew that he needs to remain on the down low, lest he get arrested and have his plans ruined. A few minutes passed, and a devious grin begins to make its way across his face.

"…?"

"Oh, sorry Neo, just got a bit distracted," he waved off, before realizing the role she could play in his plot. "Say Neo… _hypothetically_ , if you found out that Cinder and her two brats were going to betray me, you'd tell me, right?" Neo nodded without hesitation. "What if you found out I was going to betray them, would you tell them?" Neo's smile faltered, and she took out her scroll. Torchwick recognized the expression she held, and only awaited for her message to be sent.

"My allegiance is to you, and you only," it read. Torchwick looked back to his partner, who was pouting slightly. Torchwick's scroll went off again. "Are you questioning my loyalty?" 

"No, of course not," he laughed, wrapping his arm around the shorter girl's shoulders. The skeptical expression she held melted away and she leaned into his embrace. "You know that when you've been in this business for so long, you start to get a little paranoid. I know I can trust you, Neo, don't ever forget that." The girl nodded happily, almost cuddling into his arm. Torchwick's scroll went off a third time.

":)"

* * *

Ozpin's Office

* * *

"I understand your intention, James, but you can't take matters into your own hands like that," Ozpin sighed. "What good would having synthetic people bring?"

"Cobalt was initially designed for exterminating Grimm," explained Ironwood. "In case a swarm would ever manage to break through the walls, they would be the ones who would take them on. I know that the citizens of Atlas are tired of seeing my Atlesian Knights parading around the streets, so we needed something incognito. These androids would be the solution to that, as they won't raise suspicion from passersby while still keeping them safe."

"So making a bunch of tin soldiers was your only option?" asked Qrow sarcastically, before realizing Ironwood's wording. "What do you mean 'initially' designed?"

"Cobalt… can't do much against Grimm," admitted Ironwood hesitantly. He noticed the lack of reaction that the three Huntsman gave him. "You don't seem all that surprised…"

"We have had our suspicions," replied Glynda. "Naruto and Qrow had found out during their field test. Naruto's red Chakra won't do any damage to Grimm unless he personally wills it to. If he doesn't it just seems to make them stronger."

"Which is why your little 'Grimm Exterminator' can't do any damage," realized Qrow. "You based all his weapon systems to run off Naruto's Chakra! Goddamn it, Jimmy! Didn't you run any test done before you went gung-ho with your experiments?"

"We ran plenty of tests!" Ironwood finally snapped. "We were extremely careful with how we handled everything!"

"Then what happened, James?" asked Glynda.

"We don't know!" he said frustrated. He felt like throwing his hands in the air and walking out, but managed to recompose himself. "We were very thorough, but after the infusion… Cobalt couldn't utilize it. The weapon systems were designed to channel energy, but after he gained sentience, they just shut down on him."

"Naruto would be the only one to have a clue as to why, but I don't think he has ever experienced anything with androids," sighed Ozpin. "General, we have much more to discuss, but it's getting rather late. We can talk about this during the Vytal Festival, when your presence in Vale won't be suspicious."

"I understand," Ironwood said with a nod.

"But the experiments will stop," added Ozpin. "Is there anything else you want to share with us before you go?" Ironwood was about to say no, but remembered his head scientist.

"Yes, there is. Mr. Polendina finally succeeded," he said simply. "She will also be participating alongside Cobalt."

"I see, send him my congratulations. It's good to hear at least one bit of good news." Ironwood nodded and walked into the elevator.

* * *

Vale: Downtown

* * *

"Is this the place?" asked Naruto, seeing an unimpressive door with the sign 'Games and Stuff' written in green crayon.

"I think so…" Kohl answered unsure. "I mean it's the only place I've found. Call one of them to see if we're in the right place."

"We can just walk inside," pointed out Marie. "We look like a bunch of creeps standing around here like this." Her point went unheard as Naruto was already talking to Jaune.

"Really? No way!" he exclaimed. "That's awesome! I knew you had it in you!"

"Yo, whiskers!" Marie called out.

"Oh right, sorry," he responded sheepishly. "You got to fill me in, we're walking in right now."

"I didn't know Naruto was into gossip," Kohl said with a thoughtful expression. "I guess you learn something every day." The four walked into the unassuming place, and were blown away by the amount of lights and sounds going inside. Naruto had found Jaune waiting his turn on some musical guitar game while Pyrrha and Nora were jamming out. Ren was holding a giant stuffed sloth backpack off to the side, expression never changing.

"Hey Jaune!" Naruto called out. The taller blond turned and gave the team a friendly wave.

"Hey, that was quick, were you waiting outside or something?" he asked.

"Maybe," Naruto laughed. "Anyway, you got to tell me how this all happened." Before Jaune could say anything, another set of voice arrived.

"We're here! The party can start now!" cheered Yang. Behind her trailed the rest of team RWBY.

"Oh, hey Yang," Jaune and Naruto said in unison.

"Well, we're all here," Marie pointed out. "Now what?"

"Have you never been to an arcade before?" asked Nora, who had just managed to beat Pyrrha by a few points. "It's the greatest! Especially the dancing game! Ren is the best!"

"Ren?" asked both team RWBY and MNKM. The green-clad boy just let out a sigh.

"I've _got_ to see this," cheered Yang. Kohl and Midnight followed suit, as Nora led them towards the game.

"Anyway…" Naruto said to break the silence. "I've never been to an arcade, where do you guys recommend?"

"Depends what you're into," replied Pyrrha. "I personally enjoy Ski-ball."

"Alright, lead me to the balls," declared Naruto. Jaune, Blake and Marie stifled a laugh, while Weiss and Pyrrha turned a shade of pink. Ruby didn't seem to catch the joke, but Yang could be heard laughing from across the arcade. Pyrrha led the group over to the set of machines.

"Alright, so what you have to do is get the ball into the holes over there," explained Pyrrha. "The smaller ones are worth more, but they're harder, and the larger ones are worth less, but easier to get into."

"Sounds easy enough," smirked Naruto. He, Pyrrha, Jaune and Blake took their positions as the machine began to countdown. Once it reached zero, the balls were released, and the four of them began to throw them as fast as they could.

"Weiss… is that cheating?" asked Ruby, seeing Naruto throw the balls directly into the holes instead of rolling them. The two had to sit one out, seeing there were only four machines available.

"Well… I think so…" she answered unsure. "I don't think there is a rule saying you _have_ to roll it though…"

"That's my partner!" cheered Marie enthusiastically, before she realized she wasn't cheering on Pyrrha. She didn't want to single out Pyrrha feeling it would be uncomfortable, so she decided to cheer everybody, awkwardly. "Um, go everybody… you're all really… good."

"You sound like one of those moms who thinks _everybody_ should get a trophy," said Weiss. Marie shot her a small glare, but let it soften. Weiss wasn't _wrong,_ but she didn't have to point it out. The game was soon over, and Naruto was the clear victor.

"Wow, I think you beat the high score," applauded Jaune. He turned to see all the scores, and was disappointed he got last. "Wait, you even beat Pyrrha!"

"Really? Cool," Naruto shrugged. He realized that there was something on his foot, and saw the machine spewing out tickets. "What do I do with these?"

"You can exchange them at the prize counter," explained Ruby. "Wow, you got a lot! What are you going to get?" Naruto felt a grin forming.

"Say, are there any luck based games?" he asked almost too innocently. "I want the stuff on the top shelf."

"Dude those are like tens of thousands of tickets," warned Jaune. "You'd have to win the jackpot on every game here."

"I'm feeling it," Naruto grinned. "Come on, I'll show you." The two blonds left the remaining girls behind.

"What do you guys want to do?" asked Blake.

"Karaoke!" cheered Ruby, grabbing her partner by the wrist. "Come on Weiss, you're up first!"

"I'll pass," replied Blake. "I'm going to find Yang. She gets really competitive, and I don't want her breaking anything."

"Have fun!" waved Pyrrha. Marie now found herself with the one girl she had wanted to talk to, but found herself unsure of what to say. Thinking quickly, she looked around to suggest something. "I don't think we've talked much before," said the tall red-head turning back to the shorter girl. She extended out her arm. "I'm Pyrrha."

"Food?" she asked, seeing a child walk by with cotton candy. "For eating?"

"Um, sure, I guess I can eat," Pyrrha said with an awkward laugh.

'YOU IDIOT!' Marie shouted in her head, as she walked along-side her hero.

* * *

Jaune stared in shock as Naruto won the Wheel of Fortune on his first try, earning nearly eight hundred tickets. He had already done the same for few other games.

"Dude… how are you doing that?" he asked.

"I've been told I have the devil's luck," grinned Naruto. "What's next?"

"I wish I was lucky," Jaune sighed enviously. "Maybe then Weiss would go out with me…"

"That has nothing to do with luck, Jaune," Naruto replied, gathering his tickets. "I couldn't get a date out of a girl back home even if I was the last guy in the village."

"You?" asked Jaune. "Why not?"

"Well, one, she didn't like me," replied Naruto bluntly. Jaune made the connection, and saw his problem was the same. "Second, she found me annoying and immature, and lastly she already had eyes on somebody else. I mean, we were twelve at the time, but getting shot down still hurt."

"Tell me about it," sighed Jaune. "So what happened?"

"Nothing, really. I kept asking, and kept getting shot down. It wasn't until I came back from my training trip with my godfather that I stopped bothering to ask. At that point, I would just be wasting my time…" Naruto sighed as he rubbed his arms where his weapons were hidden. "Honestly, I should have tried to find somebody else."

"Well, maybe things will work out with me and Weiss," Jaune said hopefully. Naruto shook his head, but didn't dismiss the idea outright.

"I don't know, Jaune. I know you must like her, but there really isn't much you can do to make her like you back. Sometimes you just got to cut your losses and find somebody that's been right beside you when you needed her most…"

"Right beside me?" asked Jaune, confused. Naruto snapped out of his momentary funk, and waved it off.

"I'm sorry, that just sort of slipped out," he said with a forced laugh. "You know, just a bit homesick still. Ignore what I said." Jaune nodded, but kept thinking about it. Why _did_ he like Weiss?

* * *

"So, um, you like food?" asked Marie. She cut herself off, and tried to rephrase the question. "I mean, eating, you do that right?"

"Yes…" answered Pyrrha. "A-are you alright?"

"What? Of course I'm alright!" defended Marie, rubbing the back of her head nervously. She knew she was making a fool of herself, and sighed. "I'm sorry, it's just… you're you, you know?" Pyrrha's face lit up in understanding.

"Oh, I'm sorry!" Pyrrha apologized, throwing off Marie. "I didn't mean to be intimidating."

"What, no, you're perfect!" insisted Marie, before she mentally slapped herself. "I mean, it's me. I don't really know how to do the thing," she tried to explain, "the whole… talking? Gah! I'm just rambling now!"

"It's fine" assured Pyrrha. "I didn't think you were a fan of mine."

"What?" asked Marie incredulously. "How can I not be! You won the Mistral Tournament four years in a row! That's incredible! I participated in the first one you won, and I've wanted to meet you since!" Pyrrha sported an embarrassed blush, and tried to play it down.

"I got lucky with my matchups," she tried to explain.

"That's a load of crap! You're amazing!" she insisted, before she covered her mouth. "I'm sorry, I didn't mean to spaz out, it's just-"

"You don't have to explain yourself, I think I get it," Pyrrha assured. "I didn't know you were from Mistral. What part are you from?"

"Oh, I'm from Kuchinashi ," she answered. Marie saw the brief expression that flashed on Pyrrha's face. "I know... I'm aware of what people think of it."

"I didn't mean to offend you," Pyrrha tried to explain, "It's just I wouldn't have guessed."

"It's fine," Marie waved off. Suddenly both their scrolls went off. They both opened it to reveal Yang had sent them a mass message informing that she and Weiss will be taking care of the upcoming dance. She was asking if they had any preferences. "We have a dance?"

"Yes, but I thought Team CFVY was taking care of decorations."

"Well, it looks like Weiss and Yang are going to plan it now," shrugged Marie. "So, who are you going to let take you?"

"I, um, don't know yet," Pyrrha replied, looking away. Marie was nearly frozen in shock. She knew that expression anywhere.

"No way," she whispered, earning Pyrrha's attention. "Y-you're crushing on somebody…"

"What?" asked Pyrrha in slight panic. "I, um, don't know what you're talking about."

"I won't tell anybody," she assured. Pyrrha sighed in relief. "If you tell me who, that is."

"W-what?" she asked nervously. Marie brushed it off.

"I'm kidding, I really won't tell anybody," she replied. "If you don't want to say who, that's cool, but at least tell me, how'd he take it?" Pyrrha remained silent for a while, and finally shook her head. "No?"

"He doesn't know," admitted Pyrrha. "I… haven't told him yet."

"Why not?" she wondered aloud, "You're Pyrrha Nikos!"

"That's just it," she sighed tiredly. "I've had the fortune of being an amazing fighter, and I'm always surrounded with people who like me for that reason alone. Nobody really knows me, and I've never really made any real friends because of it."

"I didn't ever think of it that way," realized Marie. Pyrrha just continued, finally having somebody to talk about her situation to. It felt nice to let it out.

"It's just, when I met him… he treated me like any other girl. He didn't know about my fame, or talent… he just talked to me like he would anybody else. He saw me for me, not some stupid title. Besides, he has his eye on somebody else. He won't notice me."

"I call bullshit," said Marie bluntly. Pyrrha looked up at the sudden change in Marie's tone. "Look, I'm about to say some mean things, but I mean them in the best way possible."

"Um, ok," replied Pyrrha uncertainly.

"What the goddamn hell is the matter with you!?" Marie nearly shouted, poking Pyrrha's chest in accusation. "You've won the Mistral tournament four years in a row, let me emphasize that once again, _four years in a row_ , against people who were both older and more experienced than you. Even if you were the fan favorite to win, objectively, you were the underdog. _That's_ why I always looked up to you, why I still do! Do you honestly believe you won those tournaments because the fans wanted you to? NO! You faced those odds head on, and have always come out on top. Just because this dude likes somebody else, it doesn't mean you have no chance, you got to work for it! He's not going to magically fall in love with you if you just sit on your ass hoping he'd notice you!" Marie was standing at this point, and got in Pyrrha's face. "So tell me, Ms. Invincible Girl, what are you going to do about it? Are you going to keep wishing and wanting, or are you going to grab fate by the balls, and demand that it gives you your man?!"

"Grab what?" asked Pyrrha, leaning back in her chair. Once again, Yang could be heard laughing.

"Are you going to tell him?" she asked again, still in an authoritative tone.

"Y-yes," stammered Pyrrha.

"Are you going to keep moping around?"

"No," she answered with more confidence.

"Will you make him yours?!"

"Yes!"

"Can I have an autograph?!"

"Yes!" she said standing up, before she registered what she said. "Um, wait, what?" Marie had already taken out a glamour shot of Pyrrha from one of her photoshoots with a marker.

"Can you make it out to 'My best friend Marie, you're awesome'?" she asked, handing the items to her idol. Pyrrha got over her confusion, and smiled politely.

* * *

Kohl sat impressed as he watched Ren destroying Yang in the dancing game. Ren had already beat Blake and Nora few times; Nora had refused to take off the giant stuff sloth backpack she won and fell several times as a result. Yang had insisted she was the best in Patch, the island she grew up in, but Ren was casually outpacing her and had a near perfect score. The only reason it wasn't perfect, was because Nora had pressed one of the floor tiles on Ren's side in the middle of his routine.

"Do you two play this game a lot?" Kohl asked the excitable orange haired girl.

"Mmhmm," hummed Nora, dancing along to the music. "Ren's the best! At first we were both awful, but we just kept playin' and now he almost never misses a beat."

"Sounds like somebody I knew," reminisced Kohl. "You two don't happen to roller-skate, do you?"

"Nope," chirped Nora. "Ren is worried I'd go to fast and hurt somebody."

"Ah, he's a wise one," Kohl nodded sagely. Midnight was standing closely to his side, trying her best to enjoy herself. "Are you ok, Mindy?"

"I'm fine," she assured with a smile, but she was visibly anxious. Kohl reached out and grabbed her wrist gently.

"It's alright, we're here for you," he assured. Nora had run to hug Ren and Yang as they finished their match, spilling popcorn all over the floor. "When did she get popcorn?"

"She does this kind of thing all the time," explained Ren. He was surprisingly composed, compared to Yang who was panting with Blake offering her some water.

"What do you guys want to do next?" asked Blake.

"Test your might!" cheered Nora, waving her arms around wildly. The group shrugged and followed the hammer wielder to the next area.

* * *

Ruby and Weiss exited the Karaoke booth, both feeling a bit winded. They had sang for about an hour nonstop, and their throats had begun to hurt.

"You want to grab something to eat?" asked Ruby. "I think they have cookies by the bowling alleys."

"Don't you eat anything else?" asked Weiss. "That's not good for your teeth."

"Ugh, you sound like my dad!" Ruby whined. "What do you want then?"

"What do they have around here?" she asked, unfamiliar with the cheap greasy food the arcade served. The two girls continued walking when they bumped into somebody. "Oh, pardon me, I wasn't looking."

"Schnee?" asked Kohl, turning to see the white-haired heiress.

"Oh, hi Kohl! Hi Mindy!" greeted Ruby warmly. "Where are Blake and Yang?"

"They went to get pizza," he answered, allowing Midnight to step behind him a bit. "Ren and Nora decided to play in the ball pit. I'm sure you can guess whose idea that was."

"Nora," said the two girls in unison, only for Kohl to snicker.

"Nope, it was mine," he grinned deviously. "Ren kept beating everybody, so I had to knock him down a few pegs. What better way than a ball war with Nora?" Ruby and Midnight giggled, and Weiss to her credit smiled a little. "Whoa, I didn't know you could feel joy, ice queen." Although he was just teasing, Weiss took it the wrong way.

"What's that supposed to mean?" she asked offended.

"It was a joke, Schnee," Kohl said rolling his eyes, "lighten up, princess."

"She's an heiress actually," corrected Ruby without thinking. Kohl glanced at her dryly. "Um, sorry… I'm guessing you knew that."

"Yea, don't worry about it. Look, Yang and Blake are going to be here any minute, just tell them we went to find our team or something."

"Wait, you don't have to go!" Ruby insisted. Before Kohl could get another word in, the remaining members of RWBY arrived.

"Hey, you going somewhere Kohl?" asked Yang, hearing her sister. "We brought you mini-corn dogs. Oh, and we weren't sure what to get Midnight, so we got her cotton candy."

"Oh, thanks," Kohl replied gratefully. He hadn't asked for anything, but he just now realized how hungry he was. He took both items and handed the big ball of candy to Midnight.

"So what's going on?" asked Blake, sensing a little tension. She turned her gaze to Weiss, and narrowed her eyes. "What did you do?"

"What?! Me?!" shouted Weiss. "Why are you assuming I did something?"

"She's right, it was me," admitted Kohl. "Seeing her laugh was such an alien experience, I couldn't help but point it out." Weiss was about to retaliate again, but was drowned out by Yang's howl of laughter.

"Oh, I didn't think you had a sense of humor," cried Yang, slapping her knee. Kohl, however took offense.

"What's that supposed to mean?" he asked.

"See?" asked Ruby. "You two aren't so different after all!" Kohl and Weiss glared at Ruby, who shrank from their combined stare.

"We're nothing alike!" the two shouted in unison. Yang began to laugh even harder, and even Blake cracked a smile. The duo looked at each other and continued to shout the same things to each other. "Stop that! No, you! Shut up! How are you doing this?! STOP IT"

"Did they plan this out beforehand, or…" asked Blake, as Yang struggled to breathe. Midnight shrugged, while Ruby watched in confusion.

"I have no idea…" the leader finally said. The two continued to bicker for a while, before Kohl decided to give up.

"Alright, you win," he said tiredly. "Let's just play pool or something."

"Oh, I got Yang!" called Ruby. Weiss shot her a look of betrayal. "What? She's really good."

"Well who am I supposed to play with then?" she asked impatiently. The group then headed over to the other room where many tables were already in use. They began to look for a free one.

"Why don't you pair up with Kohl?" asked Yang. "You two were so in sync just a moment ago."

"She does have a point," agreed Blake, just to mess with her teammate.

"I can't argue with that logic…" admitted Kohl, earning strange looks from the three girls. "What?"

"You… aren't very fun to mess with," said Yang disappointedly. Messing with stoic guys was her favorite thing to do, but Kohl just rolled with the punches. She made a note in her head to get him flustered by the end of the night. "I expected some sort of… well, reaction."

"Yea, I get that a lot," he sighed.

"Then I'll pair up with Mindy," shrugged Blake. Midnight looked at her wide eyed, and back to Kohl. He gave her a reassuring nod, and Midnight walked over to the cat Faunus. They had finally found a clear table, and were setting up teams. Since Yang was proclaimed the best once again, she and Ruby would face the winners between the other two teams.

"Wait, we're actually teammates?" asked Weiss indignantly. Kohl let out a heavy sigh.

"Listen Schnee, we're playing a game, not going on a date. Just stop making such a big deal about it, and grab the balls."

"WHAT?!" she squeaked. Kohl just pointed to the ten pool balls by the pool cues. For a third time, Yang began to laugh. "Oh, right."

"Wow, Ice Queen, getting ahead of yourself, aren't you?" joked Yang, wiping away a tear. Weiss gave up, and didn't bother to react to Yang's teasing, and walked over to her temporary partner.

* * *

Vale: Near the Arcade

* * *

"Alright Neo, I think we should call it a night," yawned Torchwick. "We've been out all day, and we need to go over the details of our plan." Neo ceased skipping, and stood at attention. Torchwick waved off her business mode. "No need for that, we're not actually going on a mission today, we're just preparing. Keep enjoying yourself." Neo nodded, and hugged Torchwick's arm as they walked down the street. 'I didn't mean that much,' he thought to himself. 'Well, as long as she's happy…' He noticed a small sign in front of a loud building. He read it, and wondered. "Say, Neo. Have you ever been to an arcade?" Neo nodded, looking up to him. "I meant without us robbing the place blind." She shook her head now. "Well, it's about time you have, let's go," he said, walking in with her. It was his last day off, and he wanted to make the most of it, at least of her.

* * *

Ticket Counter

* * *

"Your grand total comes out to…" said the woman behind the prize counter. "Fourteen thousand seven hundred and twenty nine."

"What can that get me?" asked Naruto trying to be suave. The woman didn't seem impressed and pointed to the top counter. "Oh, ok…"

"What are you going to get?" asked Jaune.

"I don't know… I don't see anything that pops out." He continued to scan the prizes.

"Why don't you get something for Marie?" he asked.

"Why would I do that?" asked Naruto. " _I_ earn these tickets."

"Oh, I thought you and her were... like an item or something," admitted Jaune. "I saw you two outside early this morning by the courtyard."

"You saw that?" Naruto nearly winced. "We were just talking about our old lives, you know? We're just friends."

"I see," nodded Jaune. It was like him and Pyrrha, if he thought about it. "Hey, why don't you get that Dust set?"

"Why would I want Dust? I can't… use," he cut himself off. Ironwood had figured a way to use chakra to enhance Dust, why couldn't he? "I'll take it. Lady, gimme that one!"

"You still have more than eleven thousand left," she drawled out.

"Well, give me three more then," Naruto grinned. He did the math, and figured he'd still have around two thousand "Jaune you pick something for you, I got what I wanted."

"Really?" asked Jaune with barely restraint excitement. Naruto nodded, as he grabbed the four cases of Dust that came in a variety of colors. Apparently, the sets came with a few crystals, and several vials of powdered Dust. He would have to ask Marie about the differences later. Jaune's first thought was to get something for Weiss, but that conversation he had with Naruto earlier had deterred him from doing so. His reasons for liking her were all superficial; she was pretty, talented and a strong fighter. However, she has never really shown him any kindness, and on their first day she had essentially told him he wasn't good enough to talk to Pyrrha. Despite that, he still held feelings for her, but began to wonder if he liked Weiss, or the idea of Weiss.

"Are you ok?" asked Naruto, seeing his face change with conflicting emotions.

"Yea," he sighed.

"You're a terrible liar," pointed out Naruto. "What's wrong?"

"You know how Yang told us all we're having a dance in a few weeks?" asked Jaune. Naruto nodded, remembering how excited Jaune was to ask Weiss out. "Well, I wanted to take Weiss."

"You made that very obvious," joked Naruto.

"I know, it's just I thought about what you said, and it's got me confused."

"What did I say?" he asked.

"Sometimes you got to move on and cut your losses, and find somebody else. And something about somebody who is always there for you."

"Yea, I was just rambling about my past," Naruto tried to assure. "I wasn't trying to say to give up on Weiss…" Jaune could feel Naruto wasn't finished. "But… maybe you should try to not focus on relationships right now. I mean we got the tournament and the festival coming up, not to mention students from the other kingdoms. I'm just going to enjoy our time off with my friends, which you and your team are. Also, Kohl says our teamwork is pretty bad right now, so we're going to do a lot of training too."

"Yea, I guess you're right," nodded Jaune.

"Of course I am," grinned Naruto. Jaune looked back to the prizes, wondering what he should get. "Listen, before you try to date Weiss, or anybody really, just be their friend. You can learn a lot about somebody that way." Jaune nodded, feeling a bit better about his predicament. Naruto noticed that it was getting dark, and told Jaune he was going to find his team.

* * *

As Naruto made his way through the dwindling crowds, he found himself taking a seat at a bench. He thought back to the time he spent with Jaune, and kept remembering Sakura's face. He didn't feel the same affection he did when he was younger, but he still missed her. As thoughts of the dance began to surface, he knew there was only one person he would have asked, but she was gone now. Confused, he tried to stop thinking about the Hyuga heiress, but found himself unable to. He took out the photo once again, and looked at her intently, unaware of black haired girl watching over his shoulder. The girl took out her scroll, and took a photo of the girl he stared so longingly at, and made her way back to her partner.

"Hey Naruto, why are you alone?" asked Marie walking with Pyrrha.

"Oh, I was about to start looking for you," he explained, quickly putting the photo away. "Hey Pyrrha."

"Hello!" she greeted happily. She seemed to be very upbeat. "I'm going to find Jaune, the arcade is closing soon."

"Is it?" asked Marie. "Well, looks like we should get out of here too. Come on, partner, let's find the quiet ones." Naruto stood up, shaking his sad thoughts away, and focused on what mattered. His new friends.

"Alright, let's go. Oh, and Pyrrha," called Naruto before she left. "Tell Jaune I said thanks. I think we all really needed this. Great guy."

"I'll be sure to do that," she said with a nod. Naruto and Marie then left to find Kohl and Mindy.

* * *

Elsewhere in Arcade

* * *

"Really?" asked Torchwick, rereading the message Neo had sent him. "The brats were here?" He grabbed a dart and threw it in the bullseye for a third time in a row. He walked over to his table and grabbed his drink and took a deep drink. "This night just gets better and better."

"..?" Neo turned her head sideways curiously.

"I'm sure we can use this photo of whoever this girl is," began Torchwick. "We just need a way to convince Cinder's brat to follow our instructions. When are they arriving again?"

Neo held up three fingers.

"Right, three weeks. Looks like we're changing our plan then, Neo. Come on, we got work to do." He led the silent girl out the back door and the two walked down the dark streets back to their base of operations.

* * *

 **A/N**

 **So I had an Omake written for this chapter, but the chapter is already hovering around 8.5k. I also wanted to try something out, and have a Q &A with the characters and you guys. How this will work is you send in your question(s) to me, or leave them in a review if you are going to write one anyway, and address it to the appropriate character, like so;  
Kohl: When did you start cooking?  
Yang: What did it feel like to have your fist in Naruto?  
Marie: How could you let Mindy get drunk? You call yourself a leader?**

 **The questions can be silly, or serious, but not anything that will spoil the plot, and can include anybody who has made an appearance thus far. I'll hold another one Q &A if this one is received well when more characters are introduced. If you have a question about backstories, I'll have to keep it limited to what they can reveal, since they will be in character. Their responses will be posted on the A/N for Chapter 13, or 14, if there aren't enough. If there are too many, the answers will be on my profile, but I doubt there will be that many. Thank for participating.**

 **Also, the poll is still on my profile, so check that out after, and vote for your favorite MNKM member. The results are very mixed, and very close, so every vote counts!**


	13. Ghosts

Chapter 13: Ghosts

* * *

Marie awoke to the sounds of her Faunus teammate shuffling through his belongings. There were clanging of pans and pots, but he seemed intent on finding something. A bit irritated from the unconventional awakening, Marie mumbled from under her pillow.

"Do you have to be so loud?" she grumbled. "We're on break, why are you up so early?"

"It's almost noon," he pointed out.

"Still eeearly," complained Marie. Knowing she wasn't going to be able to get back to sleep, she rolled out of bed tiredly. She looked enviously at her partner who was still fast asleep. "How does he do that?"

"I honestly don't know. If you say the R-word, he'll pop right awake though," Kohl said with a heavy sigh. "Damn it, I must have lost it…"

"What are you looking for?" asked Marie, seeing the variety of cooking ware he had dumped form his luggage. She found it curious he had never opened it before, and now understood why.

"Some seasoning I put together a while ago," he answered. Marie looked bewildered. "After I convinced Nora to drag Ren into the ball pit, he came back and challenged me to a cook off."

"I still think it's weird you can cook."

"Whatever," he said, shoving all the pots back into his luggage. "I'm going to Vale, do you need anything?"

"Nope," she answered, stretching. She let out a yawn, and noticed Midnight's bed already made. "Hey, where's Mindy?"

"She's out with Blake," he answered nonchalantly.

"Wait, Blake? When did they start talking?"

"Last night. They were pool partners, and apparently, Mindy was really interested in whatever book Blake was reading. It's nice to see her break out of her shell, isn't it?"

"Y-yea," agreed Marie. "I just wish I could have seen it. Blake, huh? I guess she's quiet enough for Mindy to get along with."

"Yea, well, I'm off. I'll see you and Naruto later." Kohl grabbed a black hoodie, and walked out the dorm. Marie sat there, conflicted. She was happy that Midnight was socializing; she just wished that she could have been a part of it. Shrugging it off, Marie began to make her bed, when she noticed her newly framed autograph of Pyrrha. A wide grin began to form when she remembered that she had plans with the Invincible Girl later that night.

"Naruto! Wake up!" she said, jumping on his bed. To her surprise, Naruto had grabbed her arm and flipped her on ground, and put a knee against her back. "Ow, what the hell!? Get off me!"

"Marie?" he asked drowsily. He shook the sleepiness away, and his eyes widened. "Oh, I'm sorry! I thought you were trying to attack me."

"Is this your default reaction to being woken up?" she grumbled as he helped her to her feet.

"Yea, I guess. Ninja reflexes, you know?" he said with a chuckle. He took a glance around the room, and noticed his missing teammates. "Where are Kohl and Mindy?"

"Out," she answered. "Kohl went on a grocery run, and Mindy is with Blake."

"Blake? She seems nice," Naruto said with a nod. "So I'm guessing you don't have anything team related planned today?"

"No, it's a lazy day," she answered, before letting a small smile form. "But I do have plans with Pyrrha tonight." Before she knew it, she was being swung around the room by a joyous Naruto.

"I knew you could do it!" he cheered, as he hugged his partner. "Good for you! What are you guys doing?"

"C-can't br-breathe," wheezed Marie. Naruto released his hold on her, and she took in a deep breath. Despite the dull pain, she couldn't help but smile. "I thought of taking her to a club or something," she said, rubbing her ribs. "I know where all the good ones are from trying to find Junior's."

"A club? Is that really Pyrrha's scene?" asked Naruto skeptically.

"Well there aren't many tournaments she can participate in," Marie said sarcastically. "I don't know, if she has something else in mind, we'll do that. Clubbing is a last resort." Naruto noticed that his scroll was blinking, and grabbed it off his nightstand, struggling with it.

"What is this fiendish contraption!?" he asked irritably. Marie sighed, and took it from him.

"You have a message from Goodwitch," Marie said surprised. "It says you're supposed to report to her classroom in an hour. And bring your weapon… what did you do?"

"Nothing, I was asleep until you woke me!" he defended.

"Well, I didn't get anything, so I'm going to get ready for tonight. Good luck!" she said with a smile. She ran into the bathroom, and the shower could be heard. Naruto sighed, and grabbed his gear and made his way to Goodwitch's class.

* * *

Vale: Tukson's Book Trade.

* * *

Midnight followed Blake into the unassuming bookstore, to find it was well kept. The owner must take pride in his work. She watched as Blake had approached the counter and rang the bell.

"I'll be right out," called the man from the back room. He came pushing a cart full of books, and a warm smile. "Ah, Blake, good to see you again. Who's your friend?"

"That's Mindy," introduced Blake, before adding in a whisper, "She's kind of shy."

"Ah, I see," he said with a nod. He waved to the snowy haired girl, and turned back to Blake. "What can I help you find this time?"

"She wanted her own copy of 'The Man with Two Souls," informed Blake. "And everything by that author that you have."

"Oh, I don't think he's written anything else… let me check in the back," he said. He looked over to Midnight, and called out to her. "Do you want hardcover or paperback?"

"She'll take hardcover," answered Blake, seeing that Midnight had not acknowledged Tukson. The owner nodded, and went into the back room once again. Blake walked over to her new friend, and waved a hand in front of her face. "Are you alright? Did you zone out or something?"

"Huh?" asked Midnight, looking at Blake. "I'm sorry, what happened?"

"Tukson asked if you wanted hardcover or paperback," informed Blake. She was a bit concerned for the introverted girl. "Is everything ok?"

"Y-yea," said Midnight unconvincingly. Blake gave her a hard look that Midnight couldn't take. "I'm sorry… I just have a lot on my mind…"

"Do you want to head back to Beacon after this? We can tell Sun something came up, I'm sure he'll understand."

"N-no, it's fine," Midnight said, shaking her head. "You two can do whatever you have planned… I'll just find a spot to read." Blake seemed to smile at that.

"I understand, you just want to dive right into the story, right?" she asked. Midnight nodded, nervously. "I'm the same way, don't worry about it. If you want to head back after this, I'll find Sun on my own."

"Th-thanks," she stuttered. Tukson came back out of the backroom, with two books.

"Alright, so I have 'the Man With Two Souls' here," he said, handing the books to Blake, "and his other work, called 'Ghosts'. Apparently it's not an official sequel, but it's a retelling of the same story. Strange, but not unheard of. Did you want both?"

"Y-yes please," answered Midnight. Tukson smiled warmly at the timid girl, and rang her up. "Th-thank you…"

"Hope to see you again soon," he replied. "And Blake, this is a store, not a library, stop window shopping!" he added with a laugh. The cat Faunus turned around guiltily and quickly put away the book she had grabbed off the shelf.

"I'm, um, sorry," she said sheepishly. Tukson gave her a friendly glare, but just waved them off. Once outside, Blake bid Midnight goodbye, and the two went their separate ways. Once Blake knew that Midnight was out of sight, she let her smile fall. It was becoming harder to put a happy façade, and she lucked out that Midnight was headed back to Beacon. Reaching for her scroll, she messaged Sun, and walked to their meeting spot.

* * *

Glynda's Combat Class

* * *

"Alright, I'm here," announced Naruto confused. Glynda stood with her scroll open as she tapped away.

"Very good, Mr. Uzumaki, we'll begin shortly."

"Is there any reason that they're here?" asked Naruto, pointing to Ruby, Weiss and Yang, who were sitting at their desks chatting away.

"I have asked Ms. Xiao Long to assist me with today's activity, and Ms. Rose and Ms. Schnee arrived with her," she answered, not looking up from the tablet. "Mr. Uzumaki, please stand over there in the designated area. Ms. Xiao Long, please stand in the second designated area."

"Alrighty," Yang said cheerfully. She wasn't entirely aware of why she was called over by Goodwitch, but if it had anything to do with combat, she was more than willing. As she made her way down the steps, Naruto looked back towards the Huntress professor.

"So, what are we doing today?" he asked. Glynda finally seemed to be done with her scroll, and collapsed it, and Naruto's face was shown on the monitor above the arena.

"We're going to calibrate the program that was sent to your scroll the other day," she explained. "After careful consideration and thorough analysis, Professor Ozpin and I have decided that Yang best suits you."

"I what?" asked Yang, a dust of pink going across her face.

"You're fighting style is very similar to Naruto's," explained Glynda. "Therefore, we've decided that you would be the best candidate to compare Aura levels to where Naruto's should be."

"Is she going to give him Yang's Aura?" Ruby asked her partner from her desk.

"Is that even possible?" asked Weiss. Glynda sighed, and gestured to Naruto.

"As you three know, Naruto does not possess an Aura we can gauge during our spars. The Atlas military was gracious enough to allow Naruto to have a pseudo Aura be displayed for the Vytal Tournament, so his team can participate. However, we need to calibrate it to somebody who is approximately around his fighting level."

"Whoa, I'm way stronger than him/her," the two blonds complained. Yang and Naruto turned to each other. "No, I am!"

"It's happening again!" cried Ruby, hugging Weiss. "Make it stop!"

"That's enough," chided Glynda. "We are aware of the difference in skill levels," she said, not specifying who was stronger than who, "but Yang, you have the closest style of fighting, and therefore, it would make the most sense that we calibrate it to your levels. Unfortunately Mr. Alistair is out on a mission with the rest of his team."

"Was he a better candidate?" asked Naruto.

"Yes, he is able to harness his Aura into his punches directly. It's a very advanced skill, but it's unsure when he will be arriving back at Beacon. Once he does make it back, you can request that we switch Yang's Aura for his."

"So what are we going to do?" asked Yang.

"Isn't it obvious?" asked Glynda, pointing to the screen displaying the two's Aura levels. "You two are going to spar. Yang, after you Aura reaches zero, we'll stop the fight."

"When mine hits zero?" she asked indignantly. "What if I win?"

"Oh, you're not," taunted Naruto. "I know you penetrated me last time, but I was running on fumes. This time, I'm at a hundred percent."

"Mr. Uzumaki, you won't be allowed your usual techniques, as it would raise questions during the tournament. You will limit yourself to one skill that can pass off as a Semblance."

"Aw," he said sadly. "Fine, I'll use my shadow clones."

"You can use shadow clones?" asked Yang. "That's Blake's Semblance."

"Oh, hell no," cried Naruto. "I've been using my clones since I was twelve; I'm not changing the name of my technique."

"That's not important right now!" scolded Glynda. "You and Yang will start your spar on my mark, so brace yourself." The two blonds listened to the Huntress, and assumed their battle stances. Once the buzzer was heard, the two charged right at each other, both activating their weapons.

"This is going to be awesome!" Ruby cheered with stars in her eyes. Weiss found herself agreeing, and watched intently, curious to see how this fight would end. She already had her hand on Myrtenaster, the chamber loaded with Ice Dust, just in case.

* * *

Vale: Grocery store

* * *

"Hmm…" Kohl wondered if he should get the seasoned breadcrumbs, or the regular ones and season them himself. While it was an extra step, it could make the difference between beating Ren, or losing in disgrace. Not able to come to a decision, he threw both containers into his cart. He had grabbed several versions of many ingredients, which had filled his cart quickly. Sighing to himself, he pushed his basket to the fresh produce, knowing that Ren would include some sort of salad to balance out his entrée. "Cucumbers… or apples…?"

"I guess it depends on what you're making," said a feminine voice.

"That's true…" he agreed with the young woman. "If only I knew what I was making…" The woman giggled, snapping Kohl out of his dilemma. He turned to her, and noticed her Faunus heritage immediately. She had small antlers that came from the sides of her head that stood out for her lavender hair.

"How do you not know what you're making?" she asked with a small smile. "It looks like you've got enough in there to feed everybody in Vale."

"Yea, I think I might have gone overboard…" admitted Kohl. "Do you have any ideas what to feed a pancake addict, that isn't pancakes?"

"I can't say I do, no," she answered with another small laugh. "I'm Lily, by the way."

"Kohl," he answered. He noticed that her cart was filled with mostly microwave dinners. "You must really like mac and cheese, huh?" Lily looked away with a tinge of pink on her cheeks.

"I, um, don't really have time to cook," she replied. "I used to be able to make a decent hamburger steak, but I don't know if I'd be able to anymore."

"It's not really that hard," offered Kohl. "Once you remember the rhyme and rhythm of things, you'd be surprised how quickly things come back to you. For what it's worth, I heard the secret to great hamburger steak is the sauce."

"Oh?" she asked challengingly, "care to explain why?"

"Sure," he said with a shrug. "If it's too salty, it ruins the meat, if it's not seasoned enough, it tastes like you're eating a soggy piece of meat. Make it too thin, and it's a runny, greasy mess, and make it too thick and the whole thing has the consistency of some cheap microwave dinner."

"Cheap microwave dinner, huh?" she asked, looking at her cart.

"Not that there's anything wrong with that," he added quickly. "Sorry, that came out wrong. I meant that it feels like it's overly processed. You know, gross consistency."

"It's fine," she replied shortly. "Don't worry about it. I'll take my 'overly processed' dinner and go."

"Wait," called Kohl, "I didn't mean it like that."

"What did you mean?" she asked. Kohl noticed that she wasn't very angry, but rather, a bit hurt. Unsure of how to explain his meaning, he just began to explain everything.

"Look, it's just that I got myself involved in a cook off with this other student at school, and I don't know what he's planning, so I'm buying a ton of stuff to experiment with. I have nothing against a quick meal for a busy woman, I'm just a bit unsure of what I'm going to make, and I'm pretty sure he has the upper hand."

"Oh, this is for a competition?" she asked. Lily seemed to accept the explanation. "How does the other guy have an upper hand?"

"He has his best friend tasting everything," he replied. "I mean, I have my team I could ask, but one is addicted to ramen, the other is too nice to give any real feedback, and the last one is on cloud nine since she is hanging out with her idol tonight. I doubt she's in the right mind to give me her opinion."

"When is this cook-off?"

"I think next week," replied Kohl. "We haven't picked a date yet, but we're going to have ten people trying what we make to see who wins."

"Sounds like a big deal," Lily giggled. "I'm sorry, but you seem to be taking this way more seriously than I would expect."

"It wasn't supposed to be a big deal, but when the other team found out, it was hard to say no," he sighed. He ran his hand through his hair, and looked at the fruits and vegetables once again. "Damn you Ren…"

"It's just food, right?" she asked. Kohl seemed to be offended by that.

"It's not _just_ food," he replied seriously. "Cooking is an art, from the cut of meat you choose, to the pinches of salt and pepper you add every step of the way. From how long you sauté your onions to what position the salmon is on the final plate." Kohl looked back to Lily who was trying extremely hard not to laugh, but finally couldn't.

"Hahaha, oh gosh, you are really into this," she said, grabbing her sides. "I'm sorry, I'm not laughing at you, it's just so bizarre to me."

"Do you know where the park is from here?" he asked suddenly.

"Um, yea, it's right down the street… Why?"

"Meet me there in three hours," he said, grabbing both apples and cucumbers before heading to the register. Lily watched confused for a moment, then quickly followed him.

"What are you talking about?" she asked. "Why three hours?"

"I'll have something ready then. Don't eat anything," he said again. Lily found herself smiling, feeling a strange flutter in her stomach.

"Um, o-okay," she said. Kohl finished paying, and grabbed his many bags and left. Lily walked back to her cart, with a smile of disbelief. 'Did…he ask me out?'

* * *

Beacon MNKM Dorm

* * *

Marie had finished getting ready to go out, but didn't know what to do to kill time. She had tried different hairstyles, but they all felt weird. Now, she lied on Naruto's bed, since his was the only one that wasn't made, and admired her autograph. Pyrrha had sighed it just like she asked, and even added a smiley face to it. It felt amazing to have met her idol, and she just hoped she could act normal around her, since before she was forced to hit her with a truth bomb, she was spazzing out about her. She grabbed her autographed photo, and stared at it happily. Even if she somehow messed up her friendship with Pyrrha, she will always have that signed photo. While she stared, she didn't notice the door swing open.

"Am I interrupting something?" asked Kohl, struggling with his groceries. He dumped all his bags on the ground.

"What, no!" shouted Marie, putting the framed autograph down, not realizing she was hugging it. "I'm just waiting for tonight."

"Well, why don't you help me make something," he offered. "Do you know how to bone a fish?"

"W-what?" asked Marie flustered. "I don't have the equipment to _bone_ a fish. Why would you ask me that?"

"Since you obviously don't know what it means to bone a fish, I'm guessing you don't know how. Alright, slice these apples." Kohl took out a cutting board, and slapped a giant salmon on it. With smooth practice, he cleanly cut through the skin, and began to removed the bones. Marie watched a bit mesmerized at his confidence with the knife as he began to take the scales off.

"That's pretty impressive," admitted Marie. She grabbed an apple and the closest knife and got ready to cut.

"Don't use that one," he warned. "You'll cut your fingers, that knife is too flexible."

"I can handle a knife," she said rolling her eyes. "Just because you made cutting that fish look sexy, doesn't mean I'm hopeless, I can- OW!"

"Told you," he replied, as he made twelve even sized salmon steaks. "Alright, I got the fish prepped… should I made something with beef?"

"Wait, you're not even cooking the fish?" she asked.

"No, fish cooks really fast, and it doesn't retain heat well. I just cut this up for lunch tomorrow."

"Then why am I cutting these apples?" she asked, nursing her finger.

"Honestly? You seemed bored," he replied. "I was going to snack on them as I cooked, since they'll brown if I don't use them for something."

"Do you even know what you're doing?"

"I have a rough idea," he shrugged. "I brought three kinds of beef… which should we use?"

"How about you think of something to make first," suggested Marie. "I mean, you can keep prepping everything, but it seems like a waste if you're not going to use them."

"It's helping me remember," he explained. He put a finger on his chin and began to think. "What's your favorite food?"

"Mine?" asked Marie. "Um, I don't know, I just eat whatever is there."

"That doesn't help…" he mumbled.

"Oh, you know what, make me something fancy, like scallops or something."

"I don't think I picked any up…" he admitted. He looked around his bags and noticed he only brought salmon in terms of seafood. "What about chicken, do you like chicken?"

"Can you make a pot pie?" she asked hesitantly. "Because that would be awesome."

"I think I can do that. Yea, I got everything. Here, cut these up, I'll work on the chicken."

* * *

Glynda's Combat Class

* * *

"Alright, that's enough," Goodwitch called out. "Yang, you've done exceptional, very good performance."

"Th-thanks," she said out of breath. She put her hands on her knees and leaned forward as she tried to catch her breath. Naruto on the other hand was standing as if he didn't just spar with Yang for the last hour and a half.

"So, was that it?" asked Naruto. "Is the program set?"

"Yes, but I'm afraid your stamina is… unreal," replied Glynda. "Although Yang did land a decent number of hits, you bounced right back, and even now, you're not even winded."

"Aaaand?" asked Naruto. Yang gave him the finger while Goodwitch wasn't looking.

"The only way that you'll be eliminated from the tournament is ring out," she replied. "This normally won't be an issue, but to reduce the chance of you catching any unwanted attention, I'm afraid you'll only participate in the Teams round."

"That's fine," Naruto replied with a shrug. "Kohl wants to be in it more than me, and I'm sure Marie wants to face Pyrrha, if it comes to that."

"Very good," she dismissed. "Team RWBY, thank you for your assistance, you're free to go."

"Thanks for the spar, Yang," Naruto said with a genuine smile. "It was fun."

"What are you?" asked Weiss, walking down the steps. "You don't even look remotely hurt! I counted thirty eight strikes from Yang, and most of them were full swings!"

"I'm used to being pummeled by strong pretty girls," Naruto replied, remembering Sakura. "No offense Yang, but I'm used to harder."

"I'll show you hard," she muttered under her breath.

"It's not you, it's me!' assured Naruto.

"Anyway, what are you going to do now, Naruto?" asked Ruby. "I heard Blake went out with your friend Mindy."

"Yea, I don't know, Marie said our team is taking it easy," he replied. "I'll probably go ask Jaune to spar with me. I heard he got _a lot_ better from his first days here."

"He has, but after what you did to Yang, he doesn't stand a chance," Weiss said a bit harshly.

"Hmm…" Naruto said, inspecting Weiss.

"W-what are you doing?" she asked, uncomfortable with how closely he was looking at her. Naruto said nothing, and began to circle her, taking in every detail. "Can you stop?!"

"Yea, sorry," he said sheepishly. "Well, I'm off. Thanks for the spar, Yang!" She have him a tired thumbs up as he left.

"So… what do you guys want to do?" asked Ruby.

"I need to take a nap," sighed Yang, walking pass her sister.

"I guess that leaves you and me!' cheered Ruby, grabbing Weiss by the wrist and dragging her away.

"Let go of me, you dolt!" she scolded to no avail.

* * *

Beacon: Library

* * *

Midnight chose a secluded corner and began to read the book Blake had introduced her to. When she heard the premise, it almost spooked her with how closely it sounded to her situation at first. Maybe the author also began to get along with his second self. She was about half-way through the first book, when she heard some commotion going on the other side of the bookshelf. Trying to ignore it, she went back to her book. Unfortunately, the commotion got louder, and somebody was knocked into the shelf, making it rock. Midnight scooted away, but whatever caused it to rock hit it again, and it tipped over further.

"Umm," she said meekly. She got off the floor, and gathered her things to move, but the bookshelf was hit a third time, and the entire thing came crashing down on her. "Ah!"

"Oh shit, was somebody there?" asked a male voice. From the sound of it, he was a student.

"You idiot!" chided a girl. "We're going to get caught! Let's go!" The two nameless students ran out of there, leaving Midnight buried under the massive bookcase. It wasn't long before somebody came to investigate the loud noise.

"H-help…" called Midnight. She wasn't hurt too badly, but she found herself in a very awkward position that didn't allow her any movement.

"I'll get you out in a second," said the stern woman. Midnight felt the entire bookcase, books included, being lifted off her. When she looked up, she saw Glynda waving her riding crop fixing the shelf. "Are you alright?"

"Y-yes…" she said looking away. Glynda looked and saw nobody was around, and dropped her intimidating look.

"Ms. Fetchmara, is everything ok?" she asked softly. Midnight nodded, but didn't look at her. "Have you told your team yet?" She shook her head. "Why not?"

"I… I don't know how…" she admitted. Glynda grabbed the girls shoulder and led her to a nearby table to sit her down.

"I can only imagine how difficult it would be to bring it up to your team, but it has to be done. Ozpin and I have no idea what effects might come from this."

"But I've dealt with it for years!' exclaimed Midnight, her eyes tearing up. Glynda immediately noticed that one of her eyes flashed blue for a moment, before returning back to green. "I know when Professor Ozpin asked me about my condition I panicked, but it's fine now! It's under control, and I can use-" Midnight seemed to choke one something for a moment, before her expression softened and she cleared her throat.  
"Professor Goodwitch, I don't think it's necessary to burden my team with something they can't do anything to help me with. I can figure this out on my own, and I would appreciate it if you asked our Headmaster to drop this matter."

"Are you sure?" asked Glynda, withholding her suspicion. Midnight looked her in the eye, and nodded confidently. "Very well, I'll leave you be, Ms. Fetchmara. Try… not to have any more bookcases fall on you."

"Yes, Professor," Midnight replied. Once she was out the door, Midnight's expression fell into one of horror. She ran into the closest bathroom, and locked the door behind her. Trying to control her hyperventilating, she walked in front of the mirror by the sink, and asked in a shaky voice, "H-how did you do that?"

" _She would not have understood the way you were explaining it,"_ her reflection replied with a small smile. " _Sometimes you just have to tell people what they want to hear."_

"You used _my_ voice," Midnight accused.

"Our _voice, love. We've only been getting closer since you've begun to accept me."_

"Y-you tricked me!"

" _No, love, nothing I have said has been untrue."_

"Is somebody out there?" asked a girl from a stall. Her voice sounded awfully familiar, but Midnight couldn't place it.

"J-just reciting for a play!" Midnight found herself explaining. Once again she looked in her reflection, but her blue haired self was gone. She bolted from the bathroom, and ran from the school. She needed to sort this out, immediately.

* * *

Vale: Café

* * *

"So, why aren't you telling your team this?" asked Sun. Blake just rolled her eyes, as she sipped on her tea.

"They made me go to an arcade yesterday," she reminded irritably. "Besides, I don't think they want to chase after the White Fang after the incidents at the docks."

"Well, we did manage to catch a ton of members that night," argued Sun. "We got them on the ropes, and Torchwick hasn't robbed a store since, so how would we even find him? I heard prices were already dropping, although they are still really high. Why not take a breather?"

"We don't know what they're planning!" Blake said, raising her voice a little. "For all we know, they have all the Dust they need, and are moving on to another phase, but none of us know what that might be! How can everybody just sit around doing nothing, while they keep plotting and getting further along their plans?"

"Even if we did go after them, there are only two of us," Sun reminded. "My team doesn't get here for another two weeks, and your team seems to be trying to relax a little. There is no harm in that, you know. Every once in a while, it's good to just not think about work or school or villains, and just relax. I'm sure your team is smart enough to know stopping one incident isn't the end of stopping the entire organization."

"We can't just have a day off because they've taken to laying low!" Blake bit back. "You think the White Fang are taking days off to play stupid arcade games?! You don't know what they're like!"

"Look, I'm sorry, but do you have any leads?" asked Sun, keeping his cool. Blake shrank back a little bit as she shook her head. "Then there is no use losing sleep over it." Blake crossed her arms, and fell back on her chair, a bit miffed that Sun was able to poke holes in her righteous fury. "So, is that what this was about? You just wanted me to help out with chasing a group that knows how to stay in the shadows?"

"Sun, that's not the only reason," began Blake, but Sun had already begun to stand.

"No, I get it," he said scratching the back of his head with a forced laugh. "I guess I read too much into this. My fault."

"What are you talking about?" asked Blake, confused. "Read into what?"

"Yea, definitely did," Sun said, mostly to himself. "Well, if you ever want to hang out, and do something not work related, let me know. I want to help, I really do, but I thought when you asked me to meet you here, it was for something else." Blake watched as Sun paid for his coffee and her tea, and jumped over the balcony. She could have caught up to him, but something told her that he wanted to be left alone. Sighing in both irritation and defeat, she sat back in her chair and began to think who else could help her with this.

* * *

Beacon: Ozpin's Office

* * *

"So I imagine Naruto's training regimen went well?" asked Ozpin from behind his desk.

"Yes, Professor," answered Glynda. "However, there is something I wanted to bring to your attention."

"Oh, what is it?" He had put down his scroll to show she had his undivided attention.

"It's his teammate, Midnight. I found her in the library underneath a bookcase," she explained.

"I'm sure she didn't just put herself there," mused the headmaster. "What about Ms. Fetchmara?"

"I'm afraid I'm not sure how to put it. When I brought up her condition, she informed me that she hasn't told her teammates yet."

"It's only been a few weeks, surely you didn't expect an introverted girl like that to reveal such a secret so soon?" asked Ozpin. "I understand your intentions Glynda, but some things take time."

"I know that, but during our conversation, her attitude shifted completely," explained Glynda, still unnerved from how suddenly it happened. "Her eyes flashed blue and her composure was completely different. Ms. Fetchmara has only ever displayed a timid nature, and her posture is small, as if she's hiding from the world… but in an instant it all went away and she stood with confidence."

"Do you think…" Ozpin began, but left the question hanging in the air.

"I'm afraid so," confirmed Glynda. Ozpin stood from his chair and began to pace back and forth. "In fact, she asked that you stop worrying about her condition, and that she doesn't plan to tell her team."

"What? That's absurd!" Ozpin scoffed, before the gears in his mind began to move. "Of course…"

"What is it?"

"Sapphire," Ozpin said simply. "We need to find her."

"Ozpin, she hasn't been heard from in years," Glynda tried to argue.

"Then we better start looking," he said in a grim tone.

* * *

Vale: Park

* * *

Kohl had originally planned to bring a simple boxed lunch, but when Marie insisted that Chicken Pot Pie absolutely _had_ to be accompanied by mashed potatoes, the additional food snowballed from there. Now he found himself dragging large basket of various things, despite leaving most of it in his dorm. It took a few minutes after arriving to find Lily sitting on a bench with a nervous expression, checking her scroll every few seconds.

"Hey," he greeted casually.

"Oh, you came!" she said with relief. "I thought you weren't going to show up."

"Sorry about that," he sighed. "My teammate kept insisting that an entrée isn't complete without the proper side dishes. While I do agree with her, she went a little overboard."

"Oh? What did you end up making?" she asked. She scooted over a bit to allow Kohl to sit next to her, but he placed the basket there instead. She immediately began to take in the aroma. "Wow…"

"It's pie," he answered simply. "I made a regular one, but I didn't want to bring the whole thing, so I made a mini one." He noticed that she seemed to be overwhelmed by the smell, and her eyes glazed over a little. "You know, it probably taste better than it smells."

"I'm sorry!" she said, leaning away. Lily seemed really hesitant, so Kohl dug the spork in the pot pie and scooped up a decent bite. He took a seat and held it to Lily's face.

"It's going to get cold if you keep staring at it," he reprimanded gently. The poor Faunus girl froze up as he placed the plastic utensil closer to her face. "Really? Am I going to have to make airplane noises too? Say 'ah', damn it."

"Ah," Lily repeated. Kohl spoon fed her, and smiled a little as her face immediately lit up. "Wow… that's… really good." Kohl then took a bite for himself.

"Hmm… it's a little on the salty side," he noted.

"I like it salty," Lily blurted out. "I mean, it's really good. I've never had anything like this before."

"Why's that?" he asked. Lily seemed a bit crestfallen.

"It's just, it's difficult, you know?" By the way she touched her antlers, Kohl understood.

"Yea I supposed so," he agreed. Lily looked up to see Kohl's expression, and was surprised to see him have another spoonful ready for her. "Eat, I made this for you."

"R-really?" she asked. Her answer was another spoonful for pot pie.

"Yea, I'm the one who dragged you here, it's the least I could do." Lily continued to chew, savoring the taste, knowing that she was going to have to eat her T.V. dinners after this strange situation was over.

"Th-thanks," she said, wiping her mouth. Kohl did his best to smile at her, like Naruto would to Mindy when she felt down, but it felt unnatural. Regardless, it seemed to put the Faunus girl at ease.

"What's got you so busy, anyway?" asked Kohl. Lily seemed to look away in shame. "If you don't mind me asking."

"Just work," she answered, sounding very tired all of the sudden. "It never seems to end."

"You don't look any older than me, and I'm still a teenager," he pointed out. "How much do you work?"

"You should know that Faunus aren't exactly the most desired doctors or lawyers. You can get away with being a Huntsman since there is a chance of dying, but nobody wants to see us thrive," she said sadly. "I do what I can, but these stupid antlers don't let me get a steady job…"

"I guess my trait isn't as noticeable," admitted Kohl. He scratched at the sides of his head as he said that. "For what it's worth, I like your antlers."

"W-what?" she asked, a pink tinge touching her cheeks.

"I think they're pretty cool," he replied shrugging his shoulders. He held out the spoon once more. "Eat."

"O-ok," she said nervously, taking the bite.

"Say, can I ask a favor from you?" asked Kohl.

"Sure," she said with a warm smile. "What do you need?"

"I don't need anything, but if you have time, can you help me test my recipes?" Kohl asked hopefully. "Ren probably has his whole team helping him, and I'd like an unbiased opinion."

"I'd love to!" she nearly squeaked, but she tried to compose herself. "I mean, I wouldn't be against the idea…" Kohl let out a sigh of relief, and handed her his scroll, which confused her.

"Set up your contact, so we can meet up again," he said leaning back on the bench. Lily did as she was told, feeling a strange feeling bubble up in her stomach. "Great, so what time best suits you?"

"It depends on what have to do that day," she admitted. "I never really know until a few days before. Never know where I might be any given time."

"Are you busy tomorrow morning?"

"Not that I know of."

"Great, I'll make you breakfast," Kohl decided. He knew he would have to step up his pancake game if he were to have any chance of defeating Ren.

"Br-breakfast? Uh, ok…" Lily stammered out. The raven Faunus was so forward!

"Great, well, we should probably get going soon, it's getting late," he said, noting the dark sky.

"Y-yea, of course," she agreed, realizing that she would have to go to work soon. The two got up, and began to clean the napkin and utensils.

"Here, take this with you," Kohl said, handing her the basket, along with the half eaten pot pie. "There is still a bunch of stuff in there you haven't tried, but it's a lot."

"You don't have to," she began, but Kohl waved it off.

"It's nothing, really. I've got plenty back in my dorm." Lily couldn't contain herself, and gave Kohl a quick hug.

"Thank you," she said gratefully. "You're a really nice guy…"

"Yea, no problem," he said awkwardly, patting her on the back. The awkward interaction was brief, and Lily turned away and walked away. "See you tomorrow," he called out after her. It was going to be a long walk back to Beacon. Lily on the other hand felt conflicted.

'He's so nice…' she thought as she looked down at the basket. 'Damn it Lily, focus! Remember your job, don't get distracted by the pretty boy, and his amazing cooking… and his mysterious black eyes…' Her thoughts began to trail off, and she walked the rest of the way back to her apartment feeling giddy.

* * *

Vale: Downtown

* * *

"So, what else do you want to do?" asked Marie as she and Pyrrha continued to walk down the dark streets. So far, they have just walked and talked, which Marie was amazed with herself for not spazzing out.

"I don't know," admitted Pyrrha. "I usually let Jaune decide."

"Well he's not here," joked Marie. "Are you hungry?"

"No, not really. Ren had us try his shish kababs and stir fry before I left."

"Oh, right, he and Kohl are having a cook off, right? How good is Ren?"

"He's pretty good," praised Pyrrha. "Although I prefer my food a bit spicier." Marie immediately stored this little fact away for future use.

"That's cool. Kohl made a pie, corn, potatoes, some salad, dinner rolls, some ribs, a few biscuits, and this weird ball thing he deep fried."

"He made all of that?" asked the taller girl surprised.

"He only wanted to make the pie, but I told him that it's not a real dinner without the sides!" Marie said with conviction. "I mean who just eats a pie by itself?"

"I think Ren said he was going to try to win Naruto's vote by making ramen," laughed Pyrrha, but Marie gave her a serious look.

"Naruto takes his ramen more seriously than I've seen anybody take anything. It better be damn good, because if it's anything less than that, I think Naruto might actually try to kill him."

"You said he eats instant ramen!" Pyrrha said with shock in her voice. Marie's expression faltered for a moment, before she began to laugh.

"I'm sorry," she said between giggles. "I couldn't resist. Pyrrha took a moment to take it in, and began to laugh with her.

"You got me," admitted Pyrrha, with a smile. The two continued to walk aimlessly, simply enjoying each other's company.

* * *

Beacon: MNKM Dorm

* * *

Naruto walked into a huge mess. There were pots and pans everywhere, and a table set up with several portable stoves that each had something cooking on top of them. To top it off, it seems that Kohl had bought a mini-fridge at some point, which took up his corner and was full of random containers of food. He looked at his bed, which was untouched by the mess, and sighed in relief. He was about to get comfortable when he felt a giant spike of negative emotion erupt in the direction of the Emerald Forest. He immediately ran out of the room, and went to investigate.

Once he arrived, he began to look around frantically, but strangely, the feeling of despair wasn't a point he could track, but it felt like a cloud and his sense began to dull. Wordlessly, he created several clones to comb through the forest while he got to the top of a tree. A few minutes passed, and one of clones dispersed, and memories flooded back into his head. It was Midnight! He ran off in the direction of where the clone dispersed, and soon found Midnight sitting against a tree, mumbling to herself.

"Mindy?" he called out softly. Slowly, he approached her, and her eyes snapped towards him.

"N-Naruto…" she whispered. She grabbed her head in confusion as she looked around. "Where am I?"

"You're in the Emerald Forest… Why are you out here? You could get hurt!" he said, concern lacing his voice. He willed the red charka from seeping out, and took a seat next to the trembling girl.

"I…I have to tell you something," she whispered. "But you can't tell anybody."

"What is it?" asked Naruto, but Midnight grabbed the collar of his shirt and tugged it towards her. Their faces were an inch apart, making Naruto stammer.

"Promise me," she said with panicked eyes.

"You have my word," he assured. "It's a promise of a lifetime." Midnight let go, and took out the book she bought with Blake.

"This is a story about a man with two souls," she recited. "and each one wants to control his body."

"I know the feeling," joked Naruto.

"I do too…" she whispered. The blond ninja looked at his snowy haired friend in confusion.

"What are you talking about?" he asked. He had a tailed beast sealed inside of him, but that was from another world. There was no way Remnant had technology that worked the same way, was there?

"My father… killed my mother," she said in a shaky voice. "But he kept her Aura in a machine to experiment on… and one day…"

"He sealed it in you," Naruto realized, feeling his stomach churn in anger. Why was it that people who held power kept damning unwilling participants with this burden?

"Professor Ozpin said he would help me get rid of it," she continued. "But the thought scares me…"

"Why?" asked Naruto. "If he can figure this out, you can live a normal life!"

"This _is_ normal to me," she replied, her voice cracking. "I've had her with me since I was five!"

"That's not the only reason is it?" he realized. It was phrased like a question, but he already knew the answer.

"What if… what if _I'm_ the one who gets taken away?" she asked, tears streaming down her face. "What if it's me who is the one who doesn't belong to this body?! What if I'm not the same person after? What if-"

"Mindy, you'll always be you," assured Naruto, hugging the crying girl. "I don't know how this Aura stuff works, so I can't say you'll be the exact same, no matter what happens, I'll always be your friend, alright?"

"I can't do it," she cried into his shoulder. "I'm scared!"

"Then I won't let them do it," Naruto said without thinking. Once he registered the words that left his mouth, he added to it. "Mindy, I promise you, as long as I'm alive, I won't let _anybody_ run any creepy lab experiments on you." Midnight continued to cry, but Naruto sensed it was no longer from sadness, as the Kyuubi's chakra had stopped trying to come up.

"Th-thank you," she said, calming down. "P-please don't tell anybody…"

"I promised I wouldn't," he said with a sad smile. "I know what it's like to have somebody else's thoughts invading my head. Now, let's get going back to Beacon, you're going to attract Grimm with all this melancholy."

"I don't think I would…" she said quietly. "She killed most of them around these parts…"

"She, as in…" Naruto began to ask, before realizing he wasn't sure how to address her second soul.

"Skylar," answered Midnight. "Her name was… is Skylar."

* * *

 **Q &A**

 **Alright, It's me LVR6, and I will be asking the questions that came in from our awesome reviewers. The first one comes from TheLoserWhoDoes, and he asks, Mindy and the question is;**

 **1) How do you feel about a human coming from an alien bloodline?**

 **Midnight: I... what?**

 **LVR6: I believe he's referring to Naruto, since he also wrote *cough cough* Naruto *Cough cough*In other words, how do you feel about Naruto?**

 **Midnight: He's my friend, and he's nice... I don't know what else...**

 **LVR6: Alright, well, next question then!  
2) LieRen135 asks both Yang and Naruto; can you two have an innuendo filled conversation?**

 **Naruto: What's an innuendo?**

 **Yang: It's like a sex joke, but not a sex joke.**

 **Naruto: What?**

 **LVR6: Basically, when words have double meanings that could imply pillow talk.**

 **Naruto: That sounds hard...**

 **Yang: We do it all the time.**

 **Naruto: Do we? I think I would remember doing it with you.**

 **Yang: Oh, you definitely would. *Winks***

 **Naruto: Wait, did we just do it?"**

 **Yang: Oh yea, big time.**

 **Naruto: Huh...**

 **LVR6: Ok, next question! Rio Skyron writes this one to Kohl,  
3)Has it ever occurred to you to bring up to Weiss that you were originally from Atlas and that might have given you a corrupted view on the Schnee Family? Great question Rio!**

 **Kohl: No, not really.**

 **LVR6: Care to elaborate why?**

 **Kohl: Do I have to?**

 **LVR6: Yes.**

 **Kohl: Fine, I never bothered because she has heard sob stories from Faunus all the time, I wouldn't really expect her to view mine any differently. Besides, her racist attitude when we first met wasn't exactly an invitation to talk to her.**

 **LVR6: You were the one who started with the stares...**

 **Kohl: I'm not going to trust somebody right off the bat, especially when they come from a family of unfeeling, ruthless, cash-grabbing assholes.**

 **LVR6: I guess that's a fair point... The next Question comes from TheUnkindledHunter, and a Guest, who I'm going to assume are the same person, and they write to Nora!**

 **Nora: PANCAKES!**

 **LVR6: Anyways... they write  
4)Where the fok are my tacos? Hmm, strange question, but go ahead Nora.**

 **Nora: How am I supposed to know!? You probably ate them all! You can't prove anything!**

 **LVR6: Alright... well moving on the next ones, and these are all from our dear friend THE-Twilight-BlazeKnight via PM, and they are a mixed bag. First up is Marie! He asks,  
5) What is it that drove you to hug Velvet? I think he's referring to when she thanked you after Oobleck's class**

 **Marie: Oh that... I did that... well, she um... reminds me of somebody I knew growing up. I just got caught up in the moment, you know?**

 **LVR6: I think that's a sufficient answer, now his second question is  
6)How happy were you when you got Pyrrha's autograph?**

 **Marie: I was totally psyched! I mean, like, she's a legend back home, and I didn't even know she was going to Beacon! I don't know, I can't even describe how I felt, it was just amazing.**

 **LVR6: and your final question,  
7) How much of a pain was it for you every time Naruto snuck out of the infirmary?**

 **Marie: A major pain, ugh. The idiot never has his scroll, and he can walk on any goddamn surface, so we didn't have a clue where to start looking at first. It didn't help that Goodwitch was hounding us asking us where he went. It was a nightmare.**

 **LVR6: Ok, next, Kohl again! He asks  
8)What do you do when you hang out with Ren? Yea, what _do_ you do when you're out with Ren?**

 **Kohl: *sigh* I don't know, we just hang out. Talk about classes, or Grimm Theory.**

 **LVR: I'm sorry, Grimm Theory?**

 **Kohl: Yea, we come up with ideas as to where and how Grimm are formed, and why they take the shapes they take, you know, the usual stuff.**

 **LVR6: Uh huh... ok, he also asks,  
9)Did you consider hurting Naruto everytime he snuck out of the infirmary?**

 **Kohl: Nah, no point. Naruto's head is really hard, I'd hurt my hand before I ever did any damage to that thick skull.**

 **LVR6: Final question for you Kohl, then you can get back to your recipes.  
10) Did you enjoy teasing Sun when you were with him and Blake?**

 **Kohl: I wasn't teasing him.**

 **LVR6: You made some remarks...**

 **Kohl: Well, he had them coming.**

 **LVR6: Did you enjoy his reactions?**

 **Kohl *smirking* A bit.**

 **LVR6: Alright, get out of my face. Next question is for... Midnight! Alright Mindy, BlazeKnight asks,  
11) Was seeing Kohl pee in the bathtub the while half asleep the weirdest thing you've ever seen?**

 **Midnight: *nods nervously***

 **LVR6: Alright, and his follow up was,  
12) How did you feel about Naruto looking after you when you woke up in the infirmary?**

 **Midnight: It was different... I didn't expect him too, and I didn't know what to do about it...**

 **LVR6: Did you like it?**

 **Midnight: Y-yes...**

 **LVR6: Alright, and his final question for you Mindy,  
13)Out of everyone outside your team, who are you most comfortable with?**

 **Midnight: O-outside my t-team?**

 **LVR6: Yes, excluding team MNKM members.**

 **Midnight: I don't know... Yatsuhashi was kind...but kind of scary... Blake was easy to be around... but I feel like I was bothering her... Velvet was... nice. I like Velvet... she's nice to me.**

 **LVR6: Alright, Velvet! Now for the main man, Naruto! Tell us,  
14)What is it about Nurse Rosa that scares you the most?**

 **Naruto: She reminds me of Sakura when I got her mad.**

 **LVR6: Yea, she kind of does... Moving on, his next question is:  
15) What do you think of Qrow?**

 **Naruto: He's alright, but needs to lay off the drinking, at least while we're on a mission.**

 **LVR6: I think that's his thing though.**

 **Naruto: Well, I respect him. He's got some good advice, even if he is a drunk.**

 **LVR6: Thank you for that input, alright we have one question for each member of team RWBY, so come on out. First off is the leader, Ruby Rose.**

 **Ruby: Hi!**

 **LVR6: Hello. Twilight asks,  
16) How did it feel to race Naruto and almost lose to him?**

 **Ruby: It was fun! But I still think he cheated, because I never saw him pass in front of me.**

 **LVR6: Well, he did cut across the Emerald Forest...**

 **Ruby: What?!**

 **LVR6: You still won though.**

 **Ruby: I guess... but that's not fair...**

 **LVR6: Ok, Yang, you're up next.**

 **Yang: Yo.**

 **LVR6: So, he asks  
17)Would you ever consider doing pranks with Naruto?**

 **Yang: Oh, hell yea! Once classes start up again, I'm definitely gonna pranks some people!**

 **LVR6: I would recommend you have Naruto with you, rather than against you...**

 **Yang: Pshht, He can't _Yang_ with the best.**

 **LVR6: That was awful...**

 **Yang: I've wait _Xiao Long_ to use that one though!**

 **LVR6: Just... stop... please... Next question is for the Ice Queen,**

 **Weiss: Hey!**

 **LVR6: For Weiss, my bad. Blaze asks  
18) Outside your team, who do you tolerate most?**

 **Weiss: Pyrrha, for sure. She's so level headed and tactical on the battlefield.**

 **LVR6: Have you even held a conversation with her yet?**

 **Weiss: Of course! We-**

 **LVR6: _After_ teams were formed?**

 **Weiss: Not a real on... Just about our assignments, and possibly studying together.**

 **LVR6: Alright, and for the final question, Blake!**

 **Blake: *Not looking up from her book* Hmm?**

 **LVR6: Of course... Alright, Blake, since you want to read that smut in public, allow Blaze to put you on blast.**

 **Blake *Panicked* Wait, put me on what?**

 **LVR6: He asks  
19)BLAKE, How would you feel if one of your friends was reading your Ninjas of Love in front of you, and would you hope they like it so you can have something to talk about?  
**

 **Blake: It's not smut!**

 **LVR6: Answer the questions.**

 **Blake: I would be embarrassed... and I guess I'd prefer they didn't like it, but so they don't make it weird...**

 **LVR6:What do you mean?**

 **Blake: I might like reading it, but talking about it? No thanks. Have you ever discussed the questionable things you've read with your friends?**

 **LVR6: Well, if I read smut, I might.**

 **Blake: It's not smut!**

 **LVR6: read a random passage then.**

 **Blake: Uh, isn't this author's note getting a little long?**

 **LVR6:Damn it, you saved yourself this time, Kitty-Cat. We only have time for one last question, and this one is for... Glynda Goodwitch?**

 ***Team RWBY flees***

 **Glynda: Yes?**

 **LVR6: Hello Professor, I have a question for you from Twilight.**

 **Glynda: Well? Get to it. I have work to do.**

 **LVR6: Right, of course. He asked  
20) What were your exact thoughts when Naruto threw that pillow at your face? Did you imagine yourself choking him in a 'Why you little' fashion?**

 **Glynda: No, I did not imagine such a thing, he is a Huntsman in training, so he should be treated like one.**

 **LVR6: What did you have in mind then?**

 **Glynda: I would have tossed him to the Grimm and let him fend for himself.**

 **LVR6: That doesn't seem too bad...**

 **Glynda: After I was through with disciplining him!**

 **LVR6: and there it is... Alright, well that wraps up this chapter, and author's note. This is by far the most words I've written for a single chapter, so I'll end it here.**

 **~LVR6**


	14. Bonds We Form

Chapter Fourteen: Bonds We Form

* * *

Cobalt sat patiently as he awaited Ironwood to finish his call with some government officials. He had been here close to an hour now, but if there was one thing he knew, it was to respect his superiors.

"Alright, I'll see to it… Yes, of course… Very well," said Ironwood. Although he appeared to be calm, Cobalt noticed the slight shifts in his tone. He was irritated. "Thank you for your time Councilmen." He ran his hand through his hair, and sighed. "I'm sorry about that Cobalt, I didn't expect that call to be so long."

"Not a problem, sir," he said standing up at attention. "What did you need me for?"

"As you know, the Vytal Festival Tournament is in a little more than three weeks from now, and I want you to participate," explained Ironwood.

"Very well," he agreed easily.

"Unfortunately, the tournament only accepts teams for the first round and pairs for the second. So, I want you to meet your new team. They've worked together for a while now, and it may take some adjusting to accommodate you in their group, but I believe you can do it." Cobalt nodded, and Ironwood pressed a button on his desk to open the doors for three girls to come in, one of which he had seen before.

"I see," the android boy said, although skeptically. His eyes never left the orange haired girl.

"If you three may introduce yourselves," motioned the General.

"I am Ceil Soleil," said the girl dressed in blue. She wore a blue beret on top of her black hair with a matching skirt and a white top. Ceil had an authoritative air around her, which made Cobalt suspect that she be the leader.

"I'm Robin Rackley, it's nice to meet you," greeted the second girl, who wore varying shades of blue and green. She wore dark green cargo pants and a blue long sleeved shirt. Robin also had a feather necklace that shared the same colors. She seemed a lot more laid back than her two teammates, but still spoke with respect; something that was expected from every Atlas Academy student.

"Hi, I'm Penny! It's a pleasure to meet you!" said the final girl, the one Cobalt had been staring at the longest. She had orange hair and wore an off-white top and black pants, both of which had neon green accents. Ironwood noticed the boy continued to stare.

"Is something wrong, Cobalt?"

"No sir," he answered. "I'm Cobalt, it's nice to meet you all as well." The three girls nodded to him, and the four stood at attention and faced the General. "What are you orders, sir?"

"Straight to business as usual," mused Ironwood. "So, as I mentioned before, you four will participate in the Vytal Festival Tournament, and unfortunately the other teams will have an advantage over you, since Cobalt here will be joining your team today. Your assignment is to spend the next week working on teamwork and organizing yourselves to be efficient on the battlefield." There was a long pause as the General began to pace back and forth. "I've given this a lot of thought, and I've decided that you four will form team CCPR (Copper), led by Cobalt."

"By him?" asked Ceil. "With all due respect sir, I've taken the leadership role thus far."

"And now you are relieved of it," Ironwood said back evenly. "And I expect that your teamwork will show that. Now, you three go, I have one final thing I have to discuss with your new leader." Ceil bit her tongue, but nodded and led the other two girls out.

"Sir, I don't mind having Ceil as my leader," he said, trying to prevent any problems.

"I know," replied Ironwood, confusing Cobalt, "but I want you to go on to doubles, if Ceil was leader, she'd nominate herself to go. I have nothing against her wanting to do that, but Penny still needs to be tested, as do you."

"Sir, about her… I remember seeing her at the docks," he informed.

"I'm aware. I already spoke to Mr. Polendina about the matter and there was no harm done."

"That's not what I meant," he hesitated to say. "She's different. I don't know what it is, but something about her feels familiar."

"Really?" asked Ironwood. How was that possible? They were created in two different labs hundreds of miles apart. "Is that all you know?"

"Sir… she's like me, isn't she?" he asked.

"Yes," he answered simply. "Listen to be Cobalt, your and Penny's, um, _condition,_ is top secret. You can't let anybody know about what you are, it would raise too many questions."

"Y-yes sir," he replied. "Is this why you want her to be tested in the tournament?"

"We'll discuss this another time, Cobalt. Now, go with your team, I imagine you four have a lot to work on. I'll be testing you four next week, to ensure that your team is progressing."

"Yes sir."

* * *

Beacon: Lunchroom

* * *

"So where have you been these last few days?" asked Marie, eating a fry. "You're the one who pointed we needed to work on our teamwork, but you keep randomly leaving throughout the day."

"I know, but I can't think of what I'm going to make for the cook off this weekend…" he replied, not touching his food. The sight of the turkey leg in front of him made him queasy. "I've been working on a bunch of new recipes, so I have to keep buying more food."

"You should make ramen," suggested Naruto, as he ate his third bowl of it. "Can't go wrong with that."

"If everybody else has to watch you eat like _that_ , I think it would backfire," muttered Marie, a bit put off with how fast and loudly Naruto slurped down his ramen.

"Hey, I resent that," complained her partner. "What do you think Ren is going to make?"

"I don't know," sighed Kohl, taking a sip of water.

"What's wrong with the ideas I gave you?" asked Marie.

"Nothing is _wrong_ with them; it's just none of them really stand out."

"Like ramen!" chimed in Naruto, finishing off his bowl.

"Can you just not?" asked Marie. "Not everybody has an addiction to that bowl of salty noodles." Marie then turned to Midnight, who was reading the book she had bought a few days ago. "Yo, Mindy, you want to chime in with some ideas?"

"Hmm?" she asked, having trouble tearing her eyes away from her book. "What was that?"

"Idea, for Kohl's dish," repeated Marie. "Is that book really that good? I might have to borrow that when you're done with it."

"Oh, um, no, I don't have any ideas…" she replied, lowering her book from view. Naruto shifted a bit closer to her, putting her at ease, which did not go unnoticed by Marie.

"You should make something spicy," the team leader suggested. "If anything, you should make spicy ramen, that's two votes right there."

"Two?" asked Kohl. "I understand Naruto's, but who's else vote would I get?"

"Pyrrha," she declared happily. "We just happen to be BFF's, you know?"

"Riiight, well, I'll consider it. If I pander to certain people, the others won't get something they like," pointed out Kohl. "What if team RWBY hates ramen and spicy food? I would lose four votes in favor of two."

"You're thinking too much into this," Naruto decided. "Just go around and ask everybody what they like."

"Would that be considered cheating?" asked Midnight.

"I don't know, Ren and I didn't exactly lay down any ground rules…"

"Then it's settled, let's go around asking everybody!" declared Naruto. He pulled out a pen and pad from his pouch and ran over to team RWBY, who were having lunch a few tables away. "Hey everybody! How are you all doing today?"

"Oh, hey Naruto," greeted Ruby with a smile. Yang was in the middle of eating a turkey leg, and Blake gave him a half-hearted wave.

"What brings you over here?" asked Weiss. She would normally find the blond annoying, but after seeing how efficient he could be while sparring with Yang, she had a newfound respect for him.

"I just wanted to know what everybody's take on food was," he replied, attempting to be subtle.

"Are you taking notes for the cook off?" asked Yang, after swallowing her turkey. "Nora asked us yesterday."

"Damn it," sighed Naruto. "Well, what did you tell her?"

"Blake likes tuna, Ruby likes cookies, Yang likes meat, and I have a more… sophisticated taste."

"That means she likes cake," replied Ruby with a smile, making Weiss facepalm.

"That's not what that means," she muttered under her breath. Ruby then began to argue about the time she mentioned her cake butler, sparking a small argument between the two. Yang laughed at their antics, but Blake seemed visibly irritated.

"Ok… I'll see what he does with this… thanks…" said Naruto, walking away defeated. He sat back down with his team, defeated.

"So, what'd you get?" asked Kohl.

"Tuna, cookies, meat and sophistication… whatever Weiss meant by that. Anything come to mind with that?'

"Not a single dish…" he said aloud. "But I could make a full course meal…"

"Dude, it's just a cook off," Marie tried explain. "What's on the line if you lose, anyway?"

"That doesn't matter," Kohl waved off, taking Naruto's notepad and began to scribble some notes. "It's the principle of it."

"So you aren't even betting on it?" scoffed Marie.

"Say, weren't you supposed to take Weiss out or something?" recalled Naruto.

"No, she was supposed to take him out," corrected Marie. "Hey, why don't you take her out to see what she orders? That could give you an edge over Ren!"

"That's not a bad idea," mused Kohl. "Alright, I'll do it," he decided, standing up.

"Wait right now? We haven't even worked on our teamwork yet!" called out his leader.

"We can do that after the cook off," he waved off. He walked over to team RWBY, and took a seat between Yang and Blake.

"Um, hi Kohl…" greeted Blake, scooting a bit further to give him some room. "What are you doing here?"

"Just came to collect," he answered, staring directly at Weiss.

"Collect what?" asked Ruby, wiping some crumbs off her face. Yang on the other hand had a giant grin.

"You're finally going to let Ice Queen take you out?" she nearly exploded. Kohl gave her a nod, to which Weiss face fell.

"Well, I thought long and hard," he began, as Weiss groaned, "and I have no idea. I've decided I want to go wherever you want to go." Yang's jaw dropped as she took in what he said.

"You're letting Ice Queen pick?" asked the blond bruiser.

"Sure, why not?"

"That's… nice of you," thought Blake, although her mind was somewhere else.

"Alright, so pick me up around six," said Kohl getting back up to go back to his team. Ruby seemed unable to hold in her excitement for her partner.

"AHH, you got a date!" cheered Ruby. "Where are you going to eat?"

"I don't know," shrugged Weiss, before glaring at Yang. "Just so you know, I blame this entirely on you." She then turned back to Ruby, "and this is NOT a date!"

"Me?" repeated Yang. "Why?"

"The punishment for the bet was your idea in the first place, and you goaded me into participating in that savage eating contest."

"Hey, nobody put a gun to your head and forced you," argued Yang. "Besides, I'm sure you'll be thanking me after tonight. Kohl seems like a catch to me."

"Why is that?" asked Blake. She was aware that Yang was infinitely more tolerant of Faunus, but she never expected she'd be attracted to them.

"He's super mysterious for one," Yang pointed out, counting on her fingers. "His hair is amazing, apparently he can cook, nothing seems to get him riled up, and he's pretty mature."

"Yea, he is mature," agreed Ruby, nodding her head sagely.

"He's also a Faunus," pointed out Blake. "Weiss wasn't exactly fond of us a month ago. Even if she's matured since then, I don't think she's at all attracted to him."

"Thank you Blake!" replied Weiss, before whispering a quick apology for her attitude then. Blake just waved it off, although it did mean a lot to her that her teammate was able to put aside beliefs she's no doubt grew up with.

"Well, you can't really _tell_ he's a Faunus at first glance," pointed out Yang. "I mean neither did Blakey, so maybe he's hiding it in plain sight."

"He's not," replied Blake. "Bird Faunus are rare, and relatively recent. Most of us are either mammalian or reptilian, and Faunus tend to be attract the same species… but when two different species of Faunus… produce an offspring, they can be anything."

"What do you mean? Doesn't it just take the traits from the parents?" asked Ruby.

"No, our genes aren't that simple. For a bird Faunus to happen, the current theory is that it would take a reptilian and a mammalian species to interbreed, which is rare in itself, but the chances are also really slim."

"That's… really weird," Ruby said, confused.

"There aren't a whole lot of scientist interested in our genealogy," sighed Blake. "And we can't really afford to look into it ourselves since we're too busy trying to fit in with the humans."

"You're always going to be welcomed with us," declared Yang, wrapping an arm around Blake. "You're among friends."

"Yea," she replied with a smile. "I know. Thanks."

* * *

Vale: Undisclosed Hideout

* * *

Roman stood in front of a map of Vale that had many places crossed off, as he contemplated crossing off more. Neo noticed his scowl, so decided to make him a cup of coffee just the way he liked it; black.

"Thanks," he replied tiredly. He took a drink, and sighed out. "We're going to have to expand, Neo… The two of us can't hope to turn on Cinder while she has the entire White Fang behind her, not that I would want to work with those animals… But who else can we turn to?" Neo put a finger on her chin as she began to think. "Junior's men were garbage, I mean, it was one little girl! Ow!" he exclaimed, as Neo poked his ribs with her parasol. "You know I didn't mean you."

Neo smiled deviously.

"Oh, you _did_ know!" he accused, poking her back with his cane. The girl pouted a little as she rubbed her stomach. "If you can't take it, don't dish it." Neo's eyes sparked, and she raised her umbrella up towards her partner. Roman smirked, as he raised is cane. "You know, it's been a while since we've sparred. You're on!"

Neo rushed towards him with a myriad of thrusts, while Torchwick simply parried and dodge them, before retaliating with a backswing. Neo raised her parasol to block it, and jumped back when she heard the trigger of Melodic Cudgel, evading the flare that shot out.

"Nice one," he complimented with a wide smile. Neo gave a small curtsey, before shattering. Roman looked around, trying to keep an eye out for sudden movement, or the sound of Neo's clothes moving, but heard nothing. He remained still, before he felt a cold thin blade against his neck. "Alright, I yield. You win again." The ice cream girl smiled, and sheathed her blade back into her umbrella. "The least you could have done is let it drag on a little longer…"

Neo just hugged his arm in consolation. Roman ruffled her hair, and let out a small laugh.

"You make it really hard to stay mad at you," he grinned. The mute girl smiled at him once more, and waved some files around, with a deep purple snowflake on it. "That isn't what I think it is…" he began. Neo nodded and slid it to him over the table. Roman snatched it, and immediately began to look over the contents of it, a grin forming while he read on. A few minutes passed, and he whooped in joy, and hugged his shorter partner and swung her around. "This is perfect!" he cheered. "This is exactly who we need right now! I could just kiss you!"

Neo flushed red at that proclamation, despite knowing that Torchwick was probably just excited. When he finally put her back down, Roman grabbed his hat and cane and let out a sigh of content. Neo was quick to follow him, but didn't expect for her partner to lean down and kiss the top of her head.

"Come on Neo, if these files are right, we're going to the southern islands." She nodded with a smile, hugging Roman's arm as they left the building. It was going to be a long trip, but she didn't mind as long as she had Roman.

* * *

Beacon: Ozpin's Office

* * *

"You want me to find Sapphire?" asked Qrow. "Oz, I know you've always been the optimist, but you know she's most likely dead."

"I'm aware," sighed Ozpin, "but these files Naruto had given us from docks gives us a little hope."

"What files?" asked Qrow, as Ozpin pointed to the picture of a young girl. She had a gentle smile on her face, and short powder blue hair that framed her face. "Oz, this picture is almost a decade old."

"I know, but if the White Fang was holding on to this, it must mean they were on to something. I know it's a stretch, Qrow, but this is our only lead."

"Alright, I'll do it," sighed Qrow, resisting the urge to drink from his flask. "But nobody knows why she went missing in the first place, for all we know, she's long gone."

"I know, but if another Winter Maiden hasn't risen in all this time, she must still be alive."

"There isn't a new Fall Maiden wandering around, but I wouldn't exactly call Amber _alive_ ," Qrow pointed out. "If Sapphire is in a similar situation, who knows what kind of security they would have around her. Getting to her is going to be tough, but taking her out is going to be next to impossible."

"If you need reinforcements, I can send a team of Huntsman to assist you."

"They'd only get in the way," he replied, shaking his head.

"Qrow, I know you don't have much faith in other Huntsman after what happened back in-"

"Don't go there," Qrow growled, slamming his hands on Ozpin's desk. "I don't bring up your past mistakes, don't you _dare_ bring up mine." The Headmaster looked at the pain hidden in Qrow's eyes, and conceded.

"Very well," nodded Ozpin with a defeated sigh. "I'm sorry, Qrow, but this mission might be too much for you to handle alone."

"Whatever," replied the drunk Huntsman. "I'll leave after the tournament, I still have suspicions that the Queen is making her move soon, and I'd rather not be halfway around the world when that happens."

"Of course," agreed Ozpin. "Once the Vytal Festival is over, we can formulate a better plan of defense."

"Oz, if they've gotten this deep without alerting the other kingdoms, we're going to have to form a plan of attack. I've seen the numbers, and as safe as these walls might make us feel, they will fall without the help of somebody much stronger than us."

"I know, Qrow," the Headmaster said, gazing out the window. "I just hope we're ready…"

* * *

Beacon: Library

* * *

"So, do you want to talk about what's in that book?" asked Naruto. He and Midnight sat in the same secluded corner Glynda had found Midnight buried under a bookcase.

"It's hard to explain," she said, looking away.

"Well, just read me some of it," suggested Naruto. "I know I can't read, but I'm not dumb. Maybe we can figure something out together."

"A-are you sure?" she asked hesitantly. Naruto gave her a reassuring nod. "Um, ok…" she grabbed the book, and flipped to one of the passages that she had highlighted.

"It starts here, um, ok… 'I feel like I'm losing control. Everything time I'm alone, I hear him pounding inside my head, trying to get out. I know he just wants to be free, but this is my life. It's been weeks since our last incident, but the headaches are getting more frequent. I'm afraid I might lose all control soon.' He then writes about how he struggles keeping in contact with is family, because of the other soul, and the strain it puts on his relationships with people."

"Have you read the other one?" asked Naruto, as he began to digest what he heard. It sounded similar to the Kyuubi, but more persistent, if that was possible. In fact, he doesn't remember the last time he spoked to the giant furball.

"Yes, the other book is from the other soul's perspective," she explained, as she dug out the 'Ghosts'. "Right here, it's the same part of the story. 'I want to see the world outside once more, but my jailor refuses to allow me even a glimpse. I've grown desperate in my attempts, and he thinks me hostile. He doesn't know what it's like; to live in darkness, to be bound in a cage that keeps my freedom away from me. I feel as if I'm drowning, and he holds my head down, like a thousand pound weight. I can't help but grow violent as I begin to lose my santiy…'"

"I've never thought about it that way…" Naruto whispered. He almost felt bad for the Kyuubi, knowing he has been stuck inside him for sixteen years.

"I wish I knew how he ended up," she sighed.

"What do you mean?"

"Well, the book doesn't really give us an ending, it just stops…" she trailed off. Naruto noticed her thoughtful expression, but allowed her to organize her thoughts. "Naruto?"

"Yea?"

"Do you think you can help me?" she asked hopefully. It almost hurt Naruto to see how defensive she still was. After she shared her secret with him, he thought she would be more comfortable talking to him.

"Of course," he said with a forced smile. "With what?"

"I w-want to find the author," she stammered. "I want to ask how if he's figured something out."

"I don't know much about Remnant, but if it means that much to you, I'm with you every step of the way," he said with a grin. Midnight hugged him unable to contain her joy.

"Thank you," she said as she teared up a little. "I've never had a friend like you before."

"I'm one of a kind," he said, with a nervous laugh. He idly noticed how much more affectionate Midnight had become, but figured it was just because he was her first real friend.

* * *

Beacon: MNKM Dorms

* * *

"I still don't see why I have to wear a tie," fidgeted Kohl, as Marie fastened the 'fashion noose' as Kohl had taken to calling it.

"You're going out with Weiss," she tried to explain. "She's all prim and proper. I know you don't like her, but if she ends up picking someplace that has a dress code, I'd rather you not have to come back to change."

"Why would I come back? I'll just say I'm with her, I doubt they'd turn away a Schnee even if I looked homeless."

"While you might have a point," she admitted, before tightening the tie, "it's better to be safe than sorry. Besides, you can just take off the tie and look relatively casual if she doesn't pick a fancy restaurant. Trust me, I'm a girl."

"Gender is hardly a qualifying trait," he mumbled. "Besides, this _isn't_ a date."

"I know, but you never know what might happen," she said with a wink. Kohl just gave her a deadpan stare. "Alright, just try to have fun, alright? Don't be too hard on her, she's probably not used to hanging around Faunus."

"Blake's a Faunus," he pointed out.

"She's not taking Blake out to dinner, she's taking you. Somebody who isn't exactly her friend. Listen, you know we love you, but you're kind of slow to warm up to."

"I'm aware," he sighed. "Alright, I'll roll back on the sarcasm."

"And the stares?"

"And the stares," he agreed. "Can I go now?"

"I thought she was picking you up," she said with a raised eyebrow.

"She is, but I don't exactly enjoy being your dress up doll."

"Alright, fine, don't appreciate what I do for you. I'll have you know, Pyrrha likes the way I dress."

"Why does that matter? I'm not going out with Pyrrha. I'm not going out with _anybody_. Weiss owes me food."

"Can't you just play along with it for a few minutes? Is that too much to ask for?" Kohl was about to protest, but sighed.

"Fine, oh precious leader of mine," he said, sarcasm dripping off each word. "What should I do? I'm sooo nervous about tonight."

"You know what, forget it," she sighed giving up. "I'll just tease Naruto more when he and Mindy get back. You're about as much fun as chlamydia."

"I'm sorry," he winced, although he stifled a laugh at her absurd comparison. "I know I'm not exactly the most fun person to relate to."

"Psh, don't take it so seriously," she said, realizing she might have actually hurt him. "Look, you're fine, alright? I'm a handful too, I mean, that's why Naruto hangs out with Mindy, right? I'm his partner, but we don't really do much together, you and I do."

"Right," he agreed. "I guess those two are more compatible than Mindy and I. I don't even know how I would deal with her if she ever got emotional…"

"See? So it's not you, it's both of us. Naruto is the sensitive younger brother taking care of little Mindy."

"Does that make you the oldest?" he asked.

"Yup, I'm the wisest and most responsible, while you're…umm…" she faltered, which actually got Kohl to laugh.

"The black sheep," he finished with a genuine laugh.

"I wasn't going to say that," she said, waving her hands.

"I know, but it's what I've always been," he replied. "See, my mom was a Polar Bear Faunus, and my older brother was a Snow fox, and my father was a viper… I think. I didn't get to know him well."

"Were you adopted?" asked Marie, unsure of how Faunus traits worked.

"No, Faunus genealogy is super complicated, but as far as I know, I'm the only raven Faunus, or bird Faunus in general that's ever come from Atlas. I thought I'd find more here, given how accepting Beacon is known to be towards our kind, but I'm still the only one."

"Well, being different isn't so bad," she said shrugging her shoulders. "It makes you unique. You're special." Kohl smiled at that.

"Thanks Marie," he replied quietly, but the authenticity of his statement was heard. Soon, there was a knock at the door. "That's probably for me, I'll see you later tonight, chief."

"Ew, don't call me that," she laughed. "It makes me sound old."

"Alright, Marie," he said with a laugh. He walked out of the dorm with a very pretty heiress, and walked down the hall.

* * *

Beacon: RWBY's Dorm

* * *

"I can't believe this is happening!" squealed Ruby, watching the two walk down the hall through the slightly ajar door. "I always thought Yang was going to be the first to go out with somebody."

"Well, technically it's not a date," argued her older sister. "and who's to say I haven't gone a few outings with some pretty boys?"

"Have you?" asked Blake.

"No," sighed Yang. "As far as guys at Beacon go, their all so… easy."

"Easy?" asked Ruby.

"To intimidate," explained Yang. "The second I try to flirt with a guy, they gets all nervous, and we get nowhere in our conversation."

"That's not really a bad thing," said Blake, trying to cheer up her partner. "It weeds out all the guys with low self-esteem."

"True," agreed Yang, bringing her partner in for another one-arm hug. "You always know what to say, thanks Blakey."

"Anytime," she said rolling her eyes, although she did smile a bit.

"What do you think they're going to do after?" asked Ruby.

"Depends on how dinner goes, I guess," pointed out Yang. "If all goes to hell, Weiss will be here before eight. If they're out longer, we might not see them until tomorrow," she said, winking at Blake. "But I sent her with some conversation topics to try to steer their night to the right path."

"Why wouldn't we see them?" asked Ruby innocently.

"Don't worry about it," replied Blake, as she began to wonder if Yang had found her Ninja's of Love.

"Aw, I want to know," whined Ruby. She looked at her sister but she didn't seem to be willing to explain either. "Aren't you and Weiss planning a dance or something?"

"Oh, right," the older blonde said, snapping her fingers. "Well, I guess Weiss is busy tonight, so I'll just make some arrangements on my own."

"Like what?"

"The music," replied Yang taking her scroll out. "Weiss wanted to book a classical band, but it's students that are going, so I'm thinking something more rock n' roll, or pop. You two have any suggestions?"

"Not really," sighed Blake, a bit disappointed that her team could go about wasting their time with something like a dance. Thoughts of the White Fang and Torchwick resurfaced, but she kept a neutral face.

"Oh, oh, get somebody who knows 'Red like Roses," chirped Ruby. "It's suuuuch a good song!"

"Alright, I'll see," Yang replied, making sure not to make any promises. She typed away at her scroll to find a listing of nearby talent.

Vale: Northern Lights Restaurant

"Hmm," mused Kohl looking around the restaurant. As much as he expected Weiss to pick a fancy place to eat, this exceeded his expectations by far. It almost gave him the wrong impression, but knowing how Weiss truly felt about him, he didn't look too far into it.

"What's wrong?" asked Weiss, looking up from her menu. She noticed his gaze around, and felt a bit self-conscious. "Is this place too much? We can go somewhere else."

"No, it's fine," he assured. "I've just never seen a wall bedazzled with diamonds before."

"They aren't real," she replied quickly. "They're made from fire Dust crystals that were formed in special caves. They look like diamonds, but they serve a purpose of keeping the area warm."

"Interesting," he said, clearing impressed. "You sure know your Dust, but I guess you would, being an heiress and all."

"Yea," replied Weiss, looking back down. Despite being born into a family well known for their company in energy propellant, learning it all didn't come any easier.

"Well, I think I'm done sight-seeing. What are you going to order?" he asked.

"Oh, I was thinking of getting the lamb… but I kind of want to try the filet mignon instead…" she replied, looking back down at the menu.

"Great, I'll order one and you get the other," he suggested. "We can split it, so we don't eat too much."

"W-what?" she asked, taken aback. Wasn't this the same Faunus that hated her family?

"Split it," he replied. "I don't know what the hell is good in this place, and you're torn between two dishes. Win-win."

"Right, I suppose it is," she replied hesitantly. The waiter took their orders, and brought out some appetizers; apparently word reached the kitchen that _the_ Weiss Schnee was eating there, and the chef wanted to leave a good impression.

"Is this lobster?" he asked, inspecting a small clamshell. "There's something else in here too…"

"It's probably some kind of truffles," replied Weiss, taking a bite of one. "Yea, it does have that earthy taste." Kohl hummed, as he ate his. It was definitely delicious, but it didn't blow him away like he expected it would. Internally sighing, he put the shell down.

"So, um, what's up?" asked Kohl, trying to make conversation.

"Nothing really," replied Weiss awkwardly. "Anything new with you?"

"Eh, nothing worth mentioning," he replied automatically. He thought back to the last few days, and realized he hadn't really spent a lot time at Beacon. He then thought back to the docks, and his half-assed apology that Weiss had surprisingly accepted, with some encouragement from her blonde teammate. "Well, you want to tell me about yourself?" he asked hesitantly.

"Do you even care?" she asked without thinking. Kohl didn't flinch, and just shrugged. Weiss shrank back a little at her impulsiveness.

"Well, I don't know. Naruto was right, we did get off the wrong foot, but we both had preexisting biases about each other, so why not clear the air?"

"How so? You still hate my family, don't you?" she asked a bit defensively. She was hesitant to trust the Faunus boy, but knew she had to get past her father's hatred.

"I can't say I hate all of you," he replied. "I probably shouldn't really say this, but the only one I have personal issues with is your father. You or anybody else in your household weren't running the company when… well, they weren't running the company."

"I'm not stupid," began Weiss.

"I didn't say you were," pointed out Kohl.

"I know that, but I'm aware that my family's company isn't what it used to be. I've read articles and history books about my grandfather and his father, and they stood for something different." Kohl listened intently, going so far as to lean a bit forward. "Back when the Schnee Dust Company was growing, our only goal was to help people. To provide energy and to research Dust… but my father turned it into a business solely for profit. He doesn't care about Faunus, or humans for that matter…"

"Don't I know it," whispered Kohl. "You're my age right? Seventeen?"

"Yes, why?" she asked.

"Did anything significant happen about ten years ago? I know you were probably young and busy with learning to sing or whatever, but did your father ever mention losing money?"

"No," she replied after thinking about it. "Not that I can remember. The only thing that happened was my older sister talking about leaving her status as heiress to join the Atlas military."

"I see…" he said to himself.

"Why?" asked the white haired girl.

"It's nothing," he waved off, but Weiss was persistent.

"You can't do that," she replied indignantly. "I answered your question, why won't you answer mine?"

"It's… personal," he tried to explain. Weiss sighed, and leaned back in her chair.

"I get it, you still don't trust me," she figured.

"Hey, I don't trust a lot of people," he tried to defend. He reached for his necklace, but once again, found nothing. He felt insecure without it for so long, but knew he couldn't ask for it back until Midnight was ready to talk to him. "Look, let's just say about ten years ago is when I became the jerk that's sitting in front of you, alright? I know I'm not easy to get along with, and I don't expect you and I to become great friends, but my life hasn't been easy. Can we just leave it at that?"

"Yea, sure," answered Weiss. She knew her father had something to do with it, but hoped she might be able to amend it. Unfortunately, from the way Kohl spoke about it, he lost something that couldn't be replaced. "Oh, I just remembered, Yang wrote some questions she wanted to ask you."

"She did?"

"Yea, let me pull them up," she replied, navigating her scroll. She really wanted to shift the conversation away from their personal lives. "Ah, here they are. Um, she wants to know, 'aside from cooking and looking fine, what do you do for fun?' Ugh, excuse her vulgar phrasing."

"'Looking fine'?" asked Kohl, letting out a genuine laugh. "Did she really write that? Well, I read a bit; not like that questionable stuff Blake reads, more about history and this one book of horror stories."

"What 'questionable' things does Blake read?" asked Weiss, surprised that somebody outside her team knew something about her teammate that she didn't. She had seen Blake's bookshelf, and it consisted mostly of tragic fiction.

"Hold on, you don't know?" asked Kohl, nearly choking on his water. He put the glass down, and straightened up. "Oh, wow, you're not going to believe this," he said laughing. "Alright, so a few days before the docks, Yang asked me to help find Blake, I'm sure you know that already. Well, once I did find her, she was with Sun, that monkey Faunus, you wouldn't like him, and they were talking about where to find the White Fang and all that jazz. That's history, but when Sun went to go find food for us, I caught Blake reading something called 'Ninjas of Love'. I swear I'm not making this up." He couldn't help but laugh as he retold this story. Weiss looked beyond shocked. "Oh, that's not the best part, apparently when she thinks she's alone, she'll actually read parts aloud."

"Wh-what?" asked Weiss, trying not to laugh. At first, she was embarrassed for Blake's behalf, but now it was getting interesting.

"I swear, I was a few feet away when she starting reading something along the lines of, 'and then the kunoichi's kimono got caught in the enemy's wire trap, forcing her to have to strip to escape. What she didn't know, was that it was her lover, Shiro, who had set the trap up, to seduce her into-'"

"That's enough of that," blushed Weiss. "I had no idea…"

"Yea, she keeps that pretty well hidden, but when somebody can't see you, it's amazing what they'll reveal when they're alone."

"Why couldn't she see you?"

"I'm really good at hide-and-seek," he replied with a grin. He half-expected Weiss to scowl or roll her eys at his answer, but the girl surprisingly laughed. "See? Isn't laughing fun?"

"I laugh," she said with a slight glare, although her smile was still present. "I just don't find you to be all that funny all the time."

"Ow, madam, you wound me," he replied with faux pain in his voice. "I know you laugh. Wow, if this is what Marie likes about messing with people, I can see why she gets upset when I don't react."

"Do you mind answering another of Yang's questions?" she asked, as the two settled down. Kohl nodded, and as Weiss was about to ask the second question, but their food arrived.

"I guess it can wait until after," shrugged Kohl. Weiss agreed, as the smell of her lamb began to spark her hunger.

* * *

Vale: Downtown

* * *

Lily walked down the dark streets with a brown bag of groceries. After having Kohl's cooking for nearly a week, she could not bring herself to eat anymore 'processed garbage' as Kohl would call it. She bought all the things she thought she would need to make a hamburger steak, in hopes of feeding Kohl next time they met. As she fiddled with the key to her small apartment, her sensitive nose caught an intruder's scent. Normally, she would immediately run out, but it was familiar, and she knew that whoever was in her home, knew she was on the other side of the door. Sighing, she opened it up, and walked inside.

"I don't have anything to report," she said to the darkness, annoyance filling her voice. Her day had been nearly perfect, and this had to happen. "If I did, I would have contacted you, Olmos."

"I'm sure you would have," said a deep voice. As Lily turned the lights on, she saw a large man sitting at her table, eating her mac-n-cheese dinners. Even sitting Olmos was tall, but as he stood to face Lily, he towered over her. "Boss says he needs results. He knows you've been wasting time wandering around Vale these last few weeks."

"I haven't wasted any time," she argued, grabbing folder from under some junk mail. "I've been following several leads, but I haven't found anything yet. I know how much cold trails annoy him."

"You better start following a warm one, he's getting impatient. It's been months since your last report. If you don't have anything by the end of this month, he'll put you back on the front lines."

"He can't do that! We have an agreement!"

"And that agreement states you would keep us informed. If you fail to uphold your side of the deal, why should we?"

"These things take time! I can't just waltz in to a club and ask for information. Junior has been shaken down by several Huntsman in the last few weeks; everybody is playing it close to the chest."

"Then get closer!" he growled. His Faunus heritage made itself apparent as he bared his fangs. "I don't care if you have to kill somebody again or sell yourself to some lowlife! We. Need. Results!" Lily backed away into the wall as the tall brute approached her threateningly. "I'm not against cutting off one of your little antlers, girl. They'd look great in my trophy room with the rest of the traitors of the White Fang."

"I'm not a traitor," she argued quietly. "I just… I can't kill anymore…"

"If you don't find out where she is, you'll never have to worry about that," he growled, grabbing her by the neck, and lifting her against the wall. "Find her." Lily tried to speak, but nothing came out. "You're pathetic. I can't believe you were once in the running to be Adam's right hand. Look at how far you've fallen." He dropped the doe girl, and grabbed his Lieutenant mask and walked out of her apartment, leaving the girl gasping for air.

"B-bastards…" she wheezed out. Once he was gone, she struggled to get to her feet. She locked the door, knowing it wouldn't really do much if Olmos was truly after her, but it gave her a false sense of security. Walking over to her bedroom, she noticed that the brute's hands had left dark bruises around her neck. She touched them, and winced at how tender it felt. "I really have gotten weak…" she sighed to herself. Lily sighed, and felt her scroll go off. She had received a picture from Olmos, which made her gasp.

"Kohl Rabenshwarz," was all it read as it showed the two in the park sitting on the bench. Whoever had taken it has been watching her for almost week, given what they were eating. The message was clear, and Lily felt her stomach drop. Feeling an intense desire to protect the Faunus boy, she took out a large case from her closet. It had several locks on it, but it didn't take long to open it. One by one she took out items of the past she wanted to forget, until she reached the bottom, where her weapons lied.

"I won't let them hurt you," she whispered to herself. Kohl was an innocent, and from what she gathered, still in training. Any elite in the White Fang would end him before he knew it. She grabbed her old mask, and headed out the door.

* * *

Vale: Northern Lights Restaurant

* * *

"Wow, that was probably the best meal I've ever eaten," said Kohl, stretching as he nearly yawned.

"I'm glad you liked it," smiled Weiss, also content with her meal. "It would have been weird if I picked this place, and you didn't, since the bet was that you picked wherever you wanted to go…"

"Man, why is everybody taking that bet so seriously?" he asked. "I mean I did sort of cheat, even if I didn't."

"What do you mean?" she asked. She wasn't exactly angry, after all, what's done was done.

"I can't taste spicy food," he replied. He grabbed the bottle of hot sauce that was sitting on the table that was meant for the appetizers, and poured the entire thing into his cup. Grabbing his spoon, he stirred it until it was a deep red color. "Just so you know there aren't any tricks, take a sip."

"Um, I'd rather not," she said, leaning away. Kohl lifted the spoon and held it in front of her face.

"Say 'ah', or this will stain your pretty white dress," he threatened. Weiss grabbed the spoon herself, and sipped it carefully. Almost immediately she began to cough at the strange combination of ice water and hot sauce. She grabbed her cup and began to drink deeply until her tongue was no longer on fire.

"I hate you," she muttered, wiping her mouth. Kohl just gestured to the cup, and drank it all without a hitch. Even after he finished, he showed no signs of heat rising from his stomach. "That's so unfair…"

"It's not like I can control it," he replied. "I wish I knew what chili peppers taste like, because it's just a leather texture for me."

"Well, you're not missing much," she replied. "I'm not really into spicy foods."

"Damn it," he muttered. Now he had two preferences conflicting with each other. Either cater to Pyrrha, or Weiss.

"What's wrong?"

"Just thinking… say, what was that next question Yang was curious about?"

"Oh, it was, 'If you were a fruit, what fruit would you be?' What kind of question is that?" asked Weiss, looking at her scroll in confusion.

"I think I'd be a lemon," he replied after a short pause. "I'm not really that popular with the masses in big quantities, but I feel in small doses, I'm rather enjoyable." Weiss began to giggle under her breath.

"Wow, you made that sound like you've really thought it out before," she said with a smile. "I don't know what I would be."

"Oh, that's easy," he replied. "You'd definitely be pineapple."

"A pineapple? How did you even get to that conclusion?"

"Well, at first, you're kind of prickly and hard to get along with, but after tonight, you're actually kind of sweet, in your own Ice Queen kind of way." Weiss wanted to argue, but didn't know if she should be offended. "It's not a bad thing, it's just some people are slow to warm up to, like me. I'll be the first to admit, I was wrong about you, Schnee. You're a bit snobby, but that's just because we come from opposite worlds."

"I'm not snobby," she argued quietly.

"I know you don't mean to be, it's just how you were raised, right? I can't even imagine what it was like for you growing up, mostly because I grew up dirt poor, and I don't know enough about you personally to make that call. I thought I had you figured out from you father's actions alone."

"What _did_ my father do to you?" she asked, still curious. "I know he's not the nicest person around, but what do you have against him?"

"I told you, it's kind of personal," he sighed.

"That's why I want to know," she pressed on. "My father has wronged a lot of people, but the only backlash he's ever gotten was bad press. He's never personally had to pay for his own actions."

"What do you mean?"

"My father is almost untouchable, so the White Fang always targeted those around him to send a message. Board members, family friends, and a ton of people that worked for him, as well as targeting out shipments and slowing down productions."

"Hm, can't really sympathize with him," admitted Kohl. "Look, I really don't feel like talking about my life, alright? Can we please talk about something else?"

"…fine," conceded Weiss. She didn't expect him to answer right away, but maybe someday he would. She looked at another question Yang wrote. "um let's see, 'Are you crushing on anybody? Any girls with particularly beautiful blonde hair?' Why would I expect anything else from her?"

"Nope," he shrugged. "I mean Yang's beautiful, sure, but I don't see her that way… I think."

"You aren't sure?" asked Weiss. "How does that work?"

"I haven't really thought of _anybody_ that way before," he replied. "At least not in a very long time. I know I'm not crushing on Yang, though, and if I am crushing on somebody, I wouldn't know."

"There's a pretty simple way to figure that out," she offered. Kohl looked mildly interested, and signaled for her to continue. "Well, have you been spending a lot of time thinking about somebody?"

"Not really," he admitted. "Just about the cook off with Ren, but I'm pretty sure I don't like him like that, either."

"Alright, well, have you been spending a lot of time with somebody in particular?" she asked once more. Kohl was about to deny that too, but Lily came to mind.

"Actually, I have…" he realized, whispering under his breath.

"Wait, really?" asked Weiss, before realizing that she might have come off as insensitive. "I mean, you don't seem like a guy who would really care about that sort of thing."

"I'm not," he agreed. "Well, I thought I wasn't… hmm…"

"What are you thinking about?"

"I'm weighing the pros and cons of liking Lily," he replied, grabbing a napkin to compile a list. "Let's see… pros… She's a Faunus, I think she likes my cooking…"

"Are you seriously analyzing this?" Weiss asked in disbelief. Kohl simply nodded, as he added 'kind of cute' to the list. "What do you _feel_ about her?"

"I don't really know," he shrugged. "I mean, we get along whenever I bring her food."

"You make her food?"

"Yea, whenever she's free. She's been helping me with making my decision on what to make for the cook off. Her palate is a bit more refined that Marie's, but that's probably because Marie is trying really hard to like spicy food."

"Does she like you?" Kohl paused for a moment, before he simply began to laugh. "What's so funny?"

"It's just you were the last person I imagined talking about girls to. I mean, Naruto or Ren would have been my first choice, since they're guys, and then Marie or Mindy, since their my teammates, but you? Never thought it'd happen."

"Well, we can stop, if it's that big a deal," she said, looking away. She didn't realize how absurd this night had gone.

"I didn't say it was bad," he explained, seeing her reaction. "It's just weird. You're actually kind of easy to talk to about this, since you don't have any bias, and you're not like Marie where you make everything I say into a big deal."

"I guess I don't," she sighed. "So, are we talking about this?"

"Sure," he said with a half-smile, "although a change of scenery might be nice. Those Dust crystals are giving me a headache. You know, Faunus eyes a bit more sensitive to artificial lighting."

"Right, we can do that," she quickly agreed, vaguely wondering if that was the reason he slept in class so often. She had already paid the bill, and them sitting there would probably annoy the staff, as it approached closing time. The two unlikely duo then walked out and began to wander around Vale.

* * *

Outskirts of Vale: Warehouse

* * *

Cinder was seething. She had ordered Torchwick to take care of the bookstore keeping Faunus, but he left the damn city. If his short and vague answers were any indication, he wasn't coming back for a while, which threw a rather big wrench in her plans. She paced back and forth, knowing she would have to take charge herself, given that the Torchwich was assigned to work with the White Fang, but with him gone... things were not as simple anymore. She grabbed her scroll, resisting the urge to melt it in her hands, and made a call.

"Hey Cinder! What's up?" answered a young teen, clearly happy to hear from her.

"Emerald, I need you and Mercury here sooner than I thought," she replied with a no-nonsense attitude. "How quickly can you two get here?"

"Oh, we can be on an airship tonight," she replied quickly. Her cheery attitude was gone, and replaced with her professional tone. "If we do, Merc and I can be in Vale in two days."

"Do it," ordered Cinder, as she hung up. As much as she enjoyed the mint-haired girl's loyalty, she was in no mood to idly chat with her. Cinder realized that Torchwick without a doubt took Neo with him, leaving her intended fourth member gone. Rubbing her temples, she tried to will away a headache. Before she could get her thoughts in order, she heard a window open from the a few floor above her, and grew further annoyed.

"Of all days…" Cinder muttered under her breath. She turned around towards the noise, bow raised and arrow ready. "If you were trying to sneak in, you've done a poor job!"

"I wasn't trying to attack you," said a feminine voice. Cinder raised a brow at the girl with a small stature knelt in front of her, her sword on the floor, indicating she was asking for a peaceful interaction. "I've come to ask for a favor…"

"Oh?" mused Cinder, feeling an evil smirk form. She didn't lower her bow as she continued. "Tell me, girl, do you know who I am?"

"Not exactly," the girl admitted. "The White Fang don't have much on you, and tracking you down wasn't easy… I heard rumors that you were able to strong-arm Adam into working with you."

'Impressive,' thought Cinder. 'She has enough experience to find me, yet knows she outmatched in a fight… this girl may prove useful…' Cinder offered her hand out the kneeling girl, who took it. Cinder then noticed the girl's lavender hair and small antlers.

"What exactly are you asking for?"

"I… want you to convince Adam to free me of my agreement with him…" said Lily, unable to keep eye contact.

"Why would I do that?"

"I'm no use to him anymore, and I don't want to throw my life away on the front lines. His Lieutenant broke into my home tonight, and threatened me," she said, gesturing to her bruised neck.

"Your sob story doesn't interest me," Cinder replied stoically. "And I don't do favors for people."

"I see…" Lily replied defeated. She knew it was a long shot, but it was either this, or running away.

"Unless, of course, there is something in it for me," added Cinder. The hope in the deer's Faunus' eyes was all she needed to know she was in the palm of her hand. "Let's see if we can work out a deal."

"Anything!" the girl offered. As Cinder turned away, she smiled deviously, as she led Lily into another room.

"Where would you rank your fighting skills?" asked the half-maiden.

"I couldn't tell you," the younger girl responded. "I haven't fought in years, and my skills have-" Lily felt the air leave her lungs, and found herself staring up at the ceiling.

"You're right," scoffed Cinder. She had thrown her to the ground and twisted her arm in one fluid motion. "You need a lot of work. You're going to fight for me, and if you prove worthy, I'll have a chat with our Mr. Taurus." Lily suddenly felt like she made a deal with the devil.

* * *

 **Omake: It's not a date!**

* * *

Weiss seemed to be looking down at her menu intently, although she was actually staring at the Faunus boy who sat casually across from her. He hadn't even bothered opening his menu, and instead was looking around the room. Finally having enough, she slammed her menu down to get his attention.

"What is it?!" she demanded. "Is there something wrong with this place?"

"What? No, of course not," he replied, still not making eye contact. "I just have a feeling we're being watched."

"Watched?" asked Weiss. She discretely scanned the room, and realized he as right. Nearly every table around them had their menu's covering their faces, and wore trench-coats despite it being fairly warm. She noticed that most of them had a distinct color. One table sat a couple, one wearing red and the other black, while the table next to them had two blondes, one wearing orange and the other brown.

"I feel like we know them..." Kohl whispered.

"Why would anybody we know be watching me feed you?" asked Weiss.

"They might be under the impression that we're out on a date," he suggested. Weiss turned red, and stood up.

"We are NOT on a date!" she declared, looking at the two tables. To her surprise, the four of them poofed into empty spots. "Wh-what? Where did they go?"

"Don't worry about it," assured Kohl. "It was just Naruto."

"There were four of him!" Weiss pointed out.

"Yea, and?" asked Kohl.

"Whatever, just order something..." she said, trying to dismiss what just happened. Before she got to look at the menu for real, she got a message. "Did I kiss him? For goodness sake, Yang, this isn't a date!" she wrote back frantically.

"Have the love birds decided on a selection?" asked the waiter.

"NOT A DATE!" shouted Weiss, making the waiter shrink back. Weiss then realized he would have no idea that she's been getting teased by her teammates all day. "I'm so sorry!"

"Here Weiss," offered Kohl. He gave her a candy bar, which confused the Schnee heiress. "You're not you when you're hungry."

"Did you just quote that commercial?" she scoffed.

"Would you prefer I sing 'berries and cream'?" smirked Kohl. Weiss rolled her eyes. "Alright, I'll take the steak, she'll have salmon or something."

"What? Don't order for me!" she said indignantly.

"Isn't that what you wanted?

"It doesn't matter," she tried to recover, although he managed to guess it right.

"See?" Kohl asked the waiter, who was trying to contain a laugh.

"I'll go put the order in," the waiter said, holding in his giggles. Weiss sighed, and sat back in her chair.

"So... What are we going to talk about?" he asked the annoyed heiress.

"Shut up..." she muttered. As their drinks arrived, Kohl allowed his inner prankster to take over.

"I'm going to go to the bathroom," he excused himself.

"Whatever," Weiss said rolling her eyes. The boy was back in a few minutes, and the food soon after.

"My, my," said a different waiter, as he brought out the salmon. "I must say, Ms. Schnee we are honored that such a special day is spent with us."

"What are you talking about?" asked Weiss, before the plate was sat down. It didn't seem out of the ordinary, but when Kohl got his steak, he gasped.

"Wow... Weiss... I had no idea," he said surprised. Weiss looked up, and saw an engagement ring on his plate. "I... I'm speechless."

"WHAT?!" she shrieked, as the band came and began to play romantic music.

"I do," he said, struggling not to crack a smile. He got up and hugged the stunned heiress, and there was a sudden flash.

"What's going on here?" she demanded. The restaurant was then flooded by what seemed to be everybody they knew.

"CONGRATULATIONS!" shouted Ruby, hopping over a booth. Yang was still sitting, struggling to breathe as she saw the look on Weiss' face. Naruto was wiping away a fake tear as he hugged Kohl.

"I knew you could do it..." he whispered. "Believe it."

"I had no idea you two were dating," Marie commented.

"THIS ISN'T A DATE!" Weiss shouted.

"Of course not," agreed Kohl, false tears falling down his face. "It's so much more..."

Unfortunately, the restruant owner didn't know it was a joke, and took a photo and sent it to the newspapers. The next day, it read, "Schnee Heiress proposes to Faunus boy! Is this true love, or a public stunt?"

* * *

 **A/N**

 **Alright, I'm back at it again with another update. The previous two chapters and the next few ones will take place between the first and second season. Let me know what you liked, what you didn't like and share some theories with each other, those are fun to read. I hope you all enjoy this chapter, and I'll see you all next week.**

 **~LVR6**


	15. Fox and the Stray

Chapter Fifteen: Fox and The Stray

* * *

Naruto awoke once again in the middle of the night. He silently thanked his shinobi training for granting him the skill to wake up silently, no matter how bad the nightmares get. Taking a deep breath, he looked over to his three teammates. It's been more than half a year since he arrived, but it's felt like a lifetime since he's seen his old friends. He couldn't even bring himself to look at the photo Oobleck had taken for him; they were just his clones posing as them. Naruto laid back down and tried to get back to sleep, but found it impossible. He could always sneak out, but with how sporadic his teammates would wake up, there was no guarantee that they would all be asleep when he returned. He looked at each teammate again, and noticed their quirks. Marie slept on her side, clutching her blanket while she snored lightly, Kohl was lying still on his back, and appeared tense, while Midnight was completely covered and from what Naruto could make out, balled up in the center.

"Weird…" he sighed to himself. He then thought back to the promise he made her in the library earlier that week, and the passages she had read him. Although he was more interested in helping her, he found that one line resonated with him. 'To live in darkness… bound by a cage…" Images of the few times he has seen the Kyuubi flashed through his mind, and he couldn't help but make the comparison. Steeling himself, he got into a meditative position, and entered his mindscape.

* * *

Naruto's Mind

* * *

" **So you've finally decided to pay me a visit?"** the fox's voice boomed, cracking a single eye open. Naruto stood in front of the massive bars of the gate, and stared at the mighty fox.

"Yes," he answered simply. Naruto felt strange speaking his native tongue again, but it brought a strange sense of happiness. It seems not all was forgotten. The Kyuubi rose from his sleeping position, and sat on his haunches while it narrowed its eyes at the blond ninja, suspicion filling him. "I wanted to talk."

" **Oh? And what could you possibly have to say that I would care about?"**

"I want to negotiate our arrangement," began Naruto, uncharacteristically serious. The massive fox widened his eyes for a moment, before he snarled in annoyance.

" **I've waited for sixteen years, I can wait one more,"** reminded the Kyuubi. **"You think I'll throw away my chance at freedom and hear what pitiful offer you have to make?"**

"I thought you'd say something like that," sighed Naruto. "Professor Ozpin and General Ironwood have already created these weird metal and glass containers that can hold your charka without an issue, and they're already improving them. They say they'll have one that will be able to contain you in a few weeks." He looked at the fox without fear, despite exaggerating the timeframe. "Listen, as much as I hate to say it… you're the only one who really understands my situation."

" **Don't misunderstand, brat, this new world is mine for the taking! I can only be kept in a living container,"** boomed the Kyuubi. Naruto knew he was right, but hoped that the possibility would give him an edge. **"There are no other shinobi in this world aside from you, and I won't break a sweat killing you first. I'll destroy everything and there won't be a single being on this planet that can stop me!"**

"You got it wrong," Naruto nearly pleaded. "Ironwood and Ozpin will extract you into a glorified bottle, and you'll never see light again! I don't want that!"

" **When did you start to care what becomes of me?"** growled the fox, before smirking. **"It's because you're powerless to stop me, isn't it? You're afraid of dying once I am free."**

"NO!" shouted Naruto. "Listen, I know we've had disagreements before, but these people in Remnant never did anything wrong to you! It was my people who imprisoned you, and I'll be willing to take the blame, but when it's all over, please don't hurt my friends!" He fell to his knees in front of the Kyuubi, as tears welled up. Never before had Naruto felt so powerless, and angry at his lack of strength. He was well aware that he was a better fighter than any student at Beacon, but by himself, he doubted he could best the Kyuubi in a one on one duel. "I've experienced firsthand how hateful people could be, and I can't imagine what kind of toll it took on you after all this time… I was fortunate, I made a few friends, but you… I have no idea."

" **I don't want your pity!"** boomed the seething fox. **"I know exactly how disgusting human nature is, and even if I did spare your friends, it would only be a matter of time before some other human will seek to control me for my power. You've only seen a fraction of the hatred that comes from you villagers, I've lived for well over a century, and throughout all that time, it's been humans who wage war, not us Bijuu!"**

Naruto looked, and held an apologetic expression. He wiped his eyes dry, and stood straight once more.  
"I know… Jiraiya told me about the cycle of hatred," he replied, looking away. "and I still haven't found an answer to solve it… but I think I found the first step."

" **What could an idiot like you have come up with?"**

"Forgiveness," said the blond. "I know that I don't deserve it, but I want to apologize. I'm sorry Kyuubi, for everything. I'm sorry that my father sealed you inside me, and I'm sorry that you've had your freedom taken from you. I can't right the wrongs that have been done to you, but I can try to make it up to you."

" **What do you think you can try to do to stop me from killing you?"**

"I don't want to fight with you anymore. We've never seen eye to eye, and a lot of that comes from what people have told me about your nature. I've only heard the awful things that people have experience, and as much as I might resent you for taking my parents away from me, I want to hear your side of the story," Naruto declared. The Kyuubi didn't show it, but it was baffled by the ninja. Naruto took a seat in front of the massive cage and stared into his eyes and he waited for him to start. "If I'm disturbed from the outside, I'll come back and listen to whatever you have to say," he offered. After a long stare down, he added, "It's a promise of a lifetime." At that, the Kyuubi's scowl lessened ever so slightly.

* * *

Several hours later

* * *

Midnight woke up before her two teammates to see Naruto sitting in the center of his bed with his legs crossed. She didn't know what he was doing, but from his changing facial expression, he was definitely doing something. Unsure with what to do about it, she looked at the time. It was almost seven in the morning. She was naturally an early bird, so she did her best not to disturb her teammates. Quickly hopping off her bed, she made her way over to the bathroom and got ready for the day. If she remembered correctly, it was Kohl's and Ren's cook-off in the afternoon. About half an hour later, she came out, and still saw her team unmoving. Drying her hair, she walked over to Naruto, who seemed to be upset by something. She sat next to him, and gently grabbed his hand in attempt to have his nightmare go away. Midnight was aware that Skylar had promised to stop emitting her fearful aura around her friends, but still felt it was somehow still her fault. She remained there for a few minutes, but his expression appeared conflicted.

"Naruto?" she whispered, squeezing his hand a little. To her surprise, his eyes snapped open, and he took in a sharp breath.

"Mindy?" he asked, after evening out his breathing. "What are you doing?"

"You looked troubled," she replied. "I thought you were having a nightmare."

"No, I'm fine," he assured, as he tried to move his hand to rub the back of his head, but found Mindy still holding it. "Um, have you been holding my hand this entire time?"

"N-no!" she denied, pulling her hand back, while Naruto laughed.

"It's fine," he assured. "I'm just not really used to this, especially this early in the morning. What time is it anyway?"

"It's almost eight," she replied, looking over to Kohl and Marie. "Should we wake them?"

"Nah, let them sleep. If I could, I'd still be sleeping too."

"I'm sorry, I didn't mean to wake you," she quickly apologized.

"No, I've been awake for the last eight hours, I've just been, um, meditating." Naruto wasn't sure if he should tell her about him talking to the Kyuubi now or after they've come to a consensus. So far, the Kyuubi was still angry at the world, but for the most part, began to differentiate the Elemental Nations and Remnant.

"Oh, alright." She looked outside the window, and sighed. The sun wasn't as harsh as it was back in Vacuo, which was a pleasant change. "Do, um, you want to go for a walk?"

"Sure, where to?" asked the whiskered ninja.

"I don't know, I thought we could just wander around," she admitted. "I'm still not used to having people to talk to."

"Well, get used to it, because Marie, Kohl and I aren't going anywhere," Naruto reassured. The white haired girl smiled shyly and nodded. "Oh, I know, since you told me about, well, you know, _her_ , there's something I want to share with you, come on!" He grabbed the girl's hand and ran out the dorm, leaving Marie and Kohl to sleep in. Midnight wouldn't have any trouble keeping up with the pace Naruto was going, but something about being dragged by her eager friend made her stomach flutter.

"Where are we going?" she asked as they left the courtyard.

"It's this little cave I found a while back," he explained, as he led her through the forest. "There aren't any Grimm around here, so you won't need your weapon."

"I always have it," she defended, her free hand grabbing the hand of her sword. It brought her a small amount of comfort, since it was all that was left from her family before it was torn apart. "I can't go anywhere without it."

"Really? Well, I guess everybody has their quirks," shrugged Naruto. Soon they arrived at a small cave that wasn't all that deep, but was well hidden if you didn't keep an vigilant eye. "Here it is."

"What's so special about this place?"

"Well, the cave itself, nothing," he replied sheepishly. "But it was far enough to be out of the way, but close enough to get to Beacon in case something happened, or you guys need me. I don't come here often, but when I first arrived in this world, I spent a lot of time here. Whenever I found some down time from learning to speak, I would come here."

"Is this where you go to be alone?"

"Yes, and no," he shrugged. "I'm never alone, because furba- er, Kyuubi is always with me, but I did come here to think a lot."

"About your home?" she asked softly. Naruto hid it well, but she knew that he must be suffering still. Six months is a long time, but it must feel a lot longer considering the fact that he has had to accustom himself to a new culture and world.

"Yea, that, my old friends, and other things," he replied. "You know, before the start of the school year, I would come here a lot and think about going out to explore the world on my own, just with what I had. I'm guessing Ozpin suspected I was, since he had Oobleck and Port keep me busy with training and learning. It was huge headache, but here I am now."

"I'm glad you decided to stay," Midnight said under her breath. Truly, Naruto was one of a kind, and although she liked her other two teammates very much, Naruto had a way of gaining her trust and breaking down her walls. "So why did you bring me here?"

"I wanted to tell you something, and I wanted to make sure nobody overheard," he replied solemnly. Midnight was surprised, but nodded. She trusted him. "Do you remember when we first formed out team, and I said I only had so long before the fox gets free? Well, I was talking to it when you woke up."

"You can talk to it?" she asked in surprise. "What did it say?"

"The Kyuubi isn't happy, to be honest. We mostly talked about why humans are the worst," he said with a nervous laugh. "I mean, some of the things it said seemed really far-fetched, but I want to believe it."

"Like what?"

"The day I was born was the same day my parents died, you know that right? The fox says he was being forced to attack my village, and somebody else was controlling him. It doesn't exactly conflict with what my dad told me, but it's just sort of hard to believe."

"How did you speak to your dad?" she asked. "I thought…"

"Right, I never explained that… he basically left me some parting words in the form of charka and when I needed to hear them most, it activated. That's actually the last thing I remember from my time home. Hmm... I wonder if my mom left me anything…"

"I don't get it…" she replied confused.

"It doesn't really matter how, but what I'm trying to say is, I think the Kyuubi and I can get along… well at least try. It's still hell-bent on breaking free, but I think I've convinced him not to kill anybody." He realized that Midnight had a frightened expression. "Listen, where I came from, I was considered a monster because of the fox, a demon even. After you read that passage about feeling smothered and contained, I couldn't help but want to talk to the Kyuubi."

"What did you two talk about?"

"I mostly listened, to be honest. The Element Nations were a lot different before my time, and the fear of the previous generation spilled over to mine. I want to believe what the Kyuubi said is true, so I'm willing to trust it."

"Trust it…" repeated Midnight. "How can you be sure that it won't betray you?"

"I can't," he admitted. "But the trust between us has to start somewhere."

Midnight remained silent, and pressed her back against the walls of the cave. She knew that her relationship with Skylar was improving, but she still felt anxious. How could Naruto be so open with his problems with her?

"Naruto?" she whispered. "C-can we stay here for a while?" The whiskered boy nodded, and sat on a large rock. "I want to try to talk to her..." Skylar has been uncharacteristically quiet the last few days, and Midnight was never the one to reach out to her. Naruto sat patiently, as the snowy-haired girl tried to concentrate.

* * *

Beacon: Cafeteria; Noon

* * *

"So you guys were allowed to use the school's kitchen?" asked Yang confused.

"Yeah, apparently since most students are out visiting family, it wasn't a huge issue," replied Kohl, pushing forward a small cart with ten covered dishes.

"I still don't understand why we have to participate in this," complained Weiss. She had planned to train that morning.

"We needed judges," replied Ren, as he set his dishes in front of each person. At the moment, there was the entirety of Team RWBY, and the three members from JNPR and MNKM that weren't involved in cooking.

"Can we just get this over with?" asked Blake, unable to keep the irritation from her voice. Her comment went mostly ignored, given that her teammates were used to her serious demeanor.

"How long did this take you guys?" asked Ruby, examining the shiny dome placed in front of her.

"Who cares, let's just eat already!" replied Naruto and Jaune in unison. Pyrrha smiled at them, finding there synchronization amusing. Ren gave a small gesture and the ten of them revealed their dish.

"I've prepared for you today, a spicy seafood stir-fry," said Ren.

"Yea, yea, gimme something to eat it with," ordered Nora, cutting off his explanation. Ren just sighed and gave them all chopsticks.

"Kohl, get your food out," ordered Marie, still chewing. "Ren, this is pretty good."

"Thank you," he replied with a bow. The rest of the teenagers hummed in agreement.

"Right, so here's what I made," sighed Kohl. He already did mental calculations, and Ren already won at least three votes. The ten students looked at their dish, and there was a few audible gasps.

"You didn't!" All eyes turned towards Weiss, who was still in shock. He had recreated the lamb from a few nights ago, albeit, with his own twist.

"Whoa, Ice Queen, you ok?" asked Yang with a laugh. It was always amusing to see Weiss caught off guard.

"What's wrong Weiss?" asked Ruby, mistaking her shock for distress.

"I'm fine," she waved off, as she recomposed herself. "I just wasn't expecting this…"

"So, I made meat, lamb meat," shrugged Kohl. "With strawberry glaze, and stuff. There's also some potato purée, too." The teenage judges all began to eat it.

"Wow, this is just as good as the one we had," said Weiss, although quietly.

"Thanks, Schnee," Kohl said with a small grin. It was obvious to Kohl that Yang was holding back from expressing how happy she was that the two were getting along, but gestured slightly to acknowledge her.

"So who wins?" asked Ruby.

"We vote," replied Naruto. "but damn, this is hard…" the rest mumbled in agreement. The two were vastly different in taste, but exceptional in their own right. Yang was the first to decide.

"I go with bird-boy!" she declared, holding up a small sign with a K on it, a bone still hanging from her mouth.

"I liked Ren's better," admitted Blake. The sooner this was over the better.

"Bird boy!" said Marie.

"Why are you guys calling me that?" Kohl sighed. "It's not even a clever nickname."

"Ren!" smiled Pyrrha.

"Ren!" announced Jaune.

"Kohl," replied Weiss.

"I'm sorry, Kohl, but I have to go with Ren," Naruto said, after some inner turmoil.

"Kohl…" whispered Midnight, just loud enough to be heard.

"Kohl," decided Ruby. It was the strawberry glaze that won her over, and she tried to scoop some off of Weiss' plate when she wasn't looking, but failed.

"Kohl!" said the final cheery voice. Thirteen sets of eyes fell on the last judge.

"Nora? You liked… Kohl's?" asked Jaune. Everybody was surprised at her decision, she always sided with Ren.

"Yep," she replied. "If Ren had made pancakes like I asked, I would have given him my vote," she added, glaring at her partner. Suddenly, her decision made sense.

"So… Kohl wins," Marie realized. "Wait, what did you win?"

"Nothing," he shrugged. "It was for fun." Before he could register anything, Kohl found himself on the ground.

"You idiot!" Marie shouted, wrestling him to the ground. "You've been stressing over this for the last week, and it was 'for fun?' We have actual work we need to get done!"

"We can do that now," he suggested, trying to push the shorter girl off him. He noticed that the other teams were still there, and simply stared at the two. "Any of you want to help?"

"I'd rather not be in front of her when she's like this," Jaune replied with a nervous chuckle. The rest of his team and team RWBY agreed in silence.

"Naruto?" asked Kohl, who was already walking over.

"Alright, fine," replied the ninja. He grabbed Marie around the waist and pulled her off. "Why do you have to ride him like that? You know he's fragile."

"I'm not fragile!" he responded, getting to his feet. He looked over to the other two teams and gave them a glare. "I'll remember this."

"Yea, well, we got to go," said Jaune, dashing out of the cafeteria, his team following closely behind.

"Us too!" announced Ruby, bursting into petals and vanishing out the door. The other three girls just slowly followed.

"Well, now that this is over, what now?" asked Naruto.

"Grab you weapons, we're going to Goodwitch's class," she answered. "Since Chef Rabenshwartz here is done, we're not wasting anymore time. We got to get out act together." The other three nodded, and headed to their lockers. Naruto usually didn't carry his weapons, as the name he gave them kept reminding him of his biggest failure, but he was determined to use that as a source of strength, even if it might hurt still. As they got to the lockers, Marie noticed a familiar Faunus girl closing hers. "Velvet?"

"Huh?" the girl asked, as she looked over. "Oh, hey Marie, how are you?"

"I'm fine," she answered with a smile. "I thought you were out on a mission, when did you get back?"

"We got back last night," she replied solemnly. "Our mission isn't over, but Fox got hurt out on the field, so we had to get him to a doctor."

"Was it serious?! He's going to be ok, right?"

"Yea, he's been through a lot worse," she replied vaguely. "I'm sure he can pull through this too."

"Who's this?" asked Naruto, seeing his team had walked over to the two girls.

"Oh, I don't think you've met Velvet yet," realized Marie. Kohl and Midnight stood next to the rabbit Faunus comfortably. "She's a part of team CFVY."

"Wait, are you our Senpai?" asked Naruto, realizing that the name CFVY wasn't given out during the assignment of teams. "I'm Naruto by the way," he added with his signature sheepish grin.

"What's a 'Senpai'?" asked Velvet, he ears bending down as if in confusion. It seems that she was similar to Midnight, in that she didn't open up to new people easily, if her body language was anything to go by.

"Oh, it just means you're our upperclassman," he explained. Velvet nodded in understanding, but remained a bit timid.

"In that case, I guess so," she answered poking her index fingers together. Naruto was a lot louder than his teammates, but he seemed nice.

"Wasn't your team planning out the dance?" asked Kohl, not allowing the silence to become too long.

"Yea, Coco is always the first to volunteer," smiled Velvet. "She's a natural leader and decorator."

"Since you guys are back, is she going to take over again?" asked Marie.

"Oh, no. With Fox in the infirmary, Coco couldn't concentrate on the dance… and we're scheduled to leave once he gets better. We can't leave a mission half done after all." Naruto seemed to wince a little, but it was hardly noticeable.

"So you guys are ok with Yang and Weiss doing everything?" asked Marie, to which the girl nodded. "Well if your team comes back in time for the dance, you're totally going to be my date."

"Your d-date?" asked Velvet in surprise.

"Yea, as friends, obviously," added Marie, seeing her reaction. "I wouldn't want you going stag just because you were on a mission."

"R-right," chuckled the girl nervously. Before the situation could get any more awkward, Coco came walking towards her teammate.

"There you are, Velvet, I've been looking all over for you." The fashionista tilted her glasses down to see who was accompanying her teammate. "Hey Marie, Kohl, Midnight… I don't think I've seen you before."

"Yea, the few times we've seen each other he was out doing something," explained Marie, recalling Naruto going on a 'classified' mission with a veteran Huntsman, something she was still a bit jealous about.

"I'm Naruto," introduced the ninja, extending his hand out. Coco began to walk around and inspected him.

"You know, not a lot of people can pull off orange," she said, still analyzing him.

"Thanks!" he said with a grin.

"I didn't say you were one who could," she replied, holding back a smirk. Naruto flinched a little, before he got right back in her face.

"Who are you to be talking about what I'm wearing? You're wearing sunglasses indoors!" he shot back. His team and Velvet went deathly silent, and looked on the elder student. Naruto failed to notice his team's facial expressions, and continued to glare at the beret wearing girl. It was an unspoken rule to never criticize Coco's fashion choices. She glared at the blond, but when he didn't back down, her expression softened, and she gave him a sly smile.

"I like you," she decided. "You've got spunk. What are you all doing around Beacon anyway? I'm pretty sure we're on break."

"We were going to work on our teamwork," replied Kohl. "We haven't actually fought together in about three months, and that was once."

"How did you manage that? We've been in session for an entire semester."

"We've been… busy," Marie explained lamely, to which the rabbit Faunus giggled at.

"Alright, I'm in," decided Coco. "Velvet, and I will help your team. We got about a week, so we'll make sure you're up to snuff."

"You don't have to do that," Marie replied nervously, embarrassed that she and her team will look like fools. She had faith in her team, but Kohl had a point, they've only fought once together, while at the docks they each did their own thing.

"It's been decided," she insisted, leading them into the combat room. Once they arrived, Coco looked at her scroll to hook it up to the display monitor. She went over to the computers and began to set up a spar, a four on two setting. "That's weird… I can't get Whiskers' Aura to show up…"

"Why is that the first nickname everybody gives me!?" Naruto asked indignantly. He opened up his scroll and booted up the program. "How about now?" Coco gave him a thumbs up, and the six students gathered to the center of the stage.

"Alright, so you guys are going to learn through a trial by fire," Coco grinned deviously. "Velvet and I have worked together for more than a year, so try to impress us." Velvet widened her stance as she stood in front of Coco, surprising Naruto. He would assume the mild-manner girl would be a distance fighter, or support.

"Right, let's do this," grinned Naruto, stepping in front of his team.

"Ahem," Marie said loudly. "I believe I'm leader," she reminded. "Let's take a similar approach as we did in the Emerald Forest."

"Wouldn't that not work?" asked Kohl. "There was only one then, and now we have two opponents."

"We'll adapt," she said rolling her eyes, trying to hide her nervousness. She was about to be tested by another leader who had a reputation for being one of the better teams in Beacon. "Mindy, you and Kohl provide Naruto and I cover. He and I will test them out, to see what they're capable of."

"Right," the two nodded. Naruto activated his bracers and the small barrels rested over his fist, ready to fire. To their surprise, Coco still held her handbag and Velvet had a camera around her neck in addition to the strange box she held.

"So, um, are you two going to take your weapons out?" asked Naruto.

"We did," gestured Coco, as the two girls touched bag and box. "Are you ready, or are you just going to bore us to death?" Naruto knew better than to fall for the poor taunt, and saw Marie's signal. In unison, the two rushed towards the two girls, Naruto reaching Velvet much faster than anybody had anticipated. He went for a powerful roundhouse, but Velvet proved a lot more agile that he thought, and she weaved under it before a strange blue light began to emit from her box. In her hand, a blue copy of Kohl's weapon appeared, and she swung it at Naruto forcing him to back step to dodge. Marie took this opportunity to fire off some red wisps but they were shot out of the air by Coco, who had at some point revealed her Gatling gun.

"She's not the only one you have to worry about," smirked Coco. Before she could taunt any further, she moved her head out of the way of a harpoon that nearly skewered her skull. As she recovered, Marie rushed at her vulnerable state, but Velvet intercepted, with a copy of Midnight's sword. Marie traded strikes with the Faunus, who parried and blocked everything, only to trick her by switching the sword's form into its razor whip form mid swing to wrap around her.

"Marie!" shouted Naruto, rushing at the rabbit Faunus. He took several shots at her before the hard-light copy dissipated. Velvet backflipped towards Coco, who was still smiling.

"Not bad" she complimented. She raised her massive gun and began to spray at them, as the chaotic nature of the bullets became increasingly difficult to evade.

"Where's Kohl?" asked Marie, only seeing Midnight and Naruto near her. Her thoughts we cut short when the firing suddenly stopped. She looked over to Coco, and saw Kohl with his blade around her neck.

"I think we won," muttered Midnight, but Coco did something unexpected, and collapsed her weapon back into its purse form, and dropped it on Kohl's foot.

"OW!" he shouted, dropping his sword as he hopped around on one foot. Velvet then roundhouse kicked him out of the arena.

"He's out," smiled Coco, grabbing her bag off the floor. "Impressive though. Not many people can sneak behind me like that." She turned her attention back to Naruto and Mindy, who had caught their breaths. Marie began to conjure more wisps from the back as the two rushed forward, each attempting to take on one member. Midnight had chosen Velvet, and soon grew to regret it. She had re-created her sword, and it felt as if she was fighting a mirror, only Velvet seemed to be more comfortable with the weapon. After failing to block several strikes, she backpedaled as several red streaks rang towards Velvet, who narrowly evaded.

"Mindy, take a breather, switch with me," ordered Marie. She rushed forward and managed to break the pseudo weapon, and knocked Velvet back a few feet. Velvet seemed to be running low on stamina, even if her Aura levels were still well in the green. Coco on the other hand was having a difficult time dealing with Naruto. She had swung her heavy bag at him, but he ducked underneath it, and swept her legs from under her. She immediately had to roll out of the way of a falling ax kick that dented the metal floor. Managing to her to her feet, she barely caught Naruto's form blur towards her and uppercut her cleanly. Feeling her head jolt back, she felt the wind leave her lungs, as Naruto quickly followed up with a knee to her stomach. Unable to talk, she motioned to Naruto to stop.

"Alright, that's enough," Coco announced, coughing a to get back to her feet, she took in a few deep breaths. "Not bad, not bad at all." Velvet walked back over to her leader and allowed her to enter what she liked to call 'Professor Adel mode'. "Aside from the slow start, you four already know most of your strengths and weakness, and Naruto, you hit like a truck, goddamn."

"Are you ok?" asked Velvet, noticing her Aura had dropped to twenty-five, but Coco just waved it off.

"Kohl, you kind of went lone wolf when you got the drop on me, and if somebody had you covered, you would have probably been able to finish the match right then. Try to communicate a little more. Marie, your long range is much better than anybody else on your team so even if you are the leader, it doesn't mean you have to be the one leading the assault."

"What do you mean?"

"Your fire Dust is hard to avoid, especially when your team is fighting us off. If Velvet didn't get those hits in on Midnight, the outcome might have come sooner, since she was able to avoid them. I might be leader of my team, but Yatsu and Fox are the ones who charge in first."

"What can I work on?" asked Naruto, curious to see what the older student had to say.

"Your fashion sense," she said with a chuckle. The rest of his team let out a little laugh at his expense, getting him to frown a little. "Don't take it too seriously, you're fine. I didn't get to see how you handle long distance fights, but your close quarter fighting is amazing. If Fox was here, you'd give him a run for his money, and with how hard you hit… the same goes for Yatsuhashi. You covered your teammates well, which surprises me. It takes most teams a little more than one fight to get the hang of how they fight." Naruto nodded, although he didn't want to reveal to her that he had been part of a team before, and covering each other's weaknesses was one of the first things he learned.

"Thanks for the pointers," said Marie, sheathing her sword.

"Anytime," her fellow leader smiled, although it was evident that she was in some mild pain. "If you or your team need anything, don't hesitate to ask us, although my team is leaving again soon." Coco limped back to her dorm with Velvet lending a shoulder.

"So, they're pretty cool, right Naruto?" asked Marie. "Mindy and Kohl think so."

"Yea, they are," replied Naruto a bit distantly. He mind was fixated on the rabbit Faunus, she seemed so familiar. "Have I met Velvet before?"

"Not that I can remember," shrugged Kohl.

"The only time I could think of you seeing her was when Marie got her weapon privileges taken away," chimed in Midnight. Marie seemed a little miffed at the reminder, but it was short-lived.

"Hm, I feel like I've known her longer…" he whispered to himself.

"I felt the same way," replied Marie. "She reminds me so much of Lilac, they both had a docile nature and tendency to be quiet." Naruto nodded, but remained silent. His mind made the connection soon afterwards, and he stared at his arm bracers once more. It seems that his past will never cease to haunt him.

"I'm kind of tired, I'm going to head to bed early," said Naruto. It was only about seven, but the sky was already dark.

"Are you alright?" asked Midnight, walking over to him.

"Yea, don't worry," he assured. "Just a little headache." Marie had seen that look on his face before, when they shared their history with each other.

"Well, I'm going to take the team to Blue's, do you want anything?" she asked.

"I'm fine," replied Naruto. He sent her a thankful look, one that communicated more than any words could. Marie gave him a gentle smile, and dragged Kohl and Midnight out of the classroom. Naruto sighed, knowing that soon, they would be back at it with classes, and not long after that, their first real mission, not to mention the dance that was a few months away, if he remembered correctly.

* * *

Beacon: Courtyard

* * *

Naruto sat at the cave he found, vaguely playing with the idea of attempting to learn seals, but knew he wouldn't get far without a teacher. The Kyuubi might know a bit, but he was aware that their mutual respect of each other was still in its infant stages, and to be asked such a favor would leave a bad taste in his mouth. So far, he's managed to convince the fox to spare his friends should he ever be released, on the condition that they leave it alone. The Kyuubi didn't ask anything from Naruto right away, but assured him that in time, he would ask for his favor. Unfortunately, Naruto was a man of his word, and the fox knew that.

"What have I gotten myself in to?" he asked himself aloud. He stood up to stretch a little, but heard some rustling in the forest. Normally he'd chalk it up to it being some random animal, but his instincts were honed far too much to ignore it. Quickly taking to the tree tops, he jumped from branch to branch, trying to locate the source of the movement. Naruto could feel vague amounts of desperation, but it was almost completely masked by anger and frustration. Whoever this was, they were definitely human. As he honed in, he realized that the direction this mysterious person was headed to, was Vale, which was strange, given that if the person had been travelling in a straight line, the would have come somewhere from Beacon. 'It's a student, or some teacher,' he ruled out mentally. Picking up the pace, he began to close the distance between them, only to be confused when he saw Blake, with her weapon on her back, and obsession in her eyes.

"I have to find something," she whispered. Naruto could barely hear her, but managed to catch it. "There has to be some clue…"

'What is she looking for?' he wondered. He tailed her for almost two hours when the forest came to an end and she wandered into the poorer side of the city of Vale. Forming a quick Henge as a disguise, Naruto changed his bright hair and jumpsuit into more earthy tones, to blend in better. His whisker marks were gone, and his eyes had turned brown. Once Blake turned a corner, Naruto began to walk a fair distance behind her.

* * *

Vale: Industrial District

* * *

Lily picked herself off the ground for what felt like the millionth time. She had blood coming from her mouth, and several scorched areas on her clothes. Her training regimen with Cinder was torturous, but she had begun to relearn how to fight. Granted, it was still wasn't as good as her prime, but with Cinder's taskmaster attitude, it would only be about another month before she surpassed that.

"That's enough for tonight," said Cinder cooly. "I have to meet two of my associates, so we're cutting tonight early."

"Yes, of course Cinder," replied Lily, bowing slightly. Cinder didn't make any indication of hearing the deer Faunus, and simply left out the back door. Although Cinder didn't ever cut a session short, Lily was smart enough to know to wait at least ten minutes before she could leave. In that time, Lily tended to her wounds, both old and new. She had several shallow cuts all over her face and arms, as well as areas that were bright red from being burned. Cinder wasn't nice when it came to fighting, and Lily found that it helped her a lot. Of course the fire wielding woman was holding back, but she was making sure it was _barely_ enough to ensure she didn't die. Sighing, the Faunus girl wrapped her arms and head in fresh white bandages, taking care not to snag them on her short antlers. She gave herself a once over, and almost sighed in disgust. When she had met Kohl, all the signs of abuse were easy to hide, as most were bruises or areas underneath clothed areas. Cinder, however, didn't need her to look presentable to do whatever it was she was going to have her do. Grabbing her duffel bag and a large brown hooded cloak, she wrapped it around her to hide her weakness from any thug that might be wandering the streets. They always seemed to go for people who didn't look like they'd fight back.

After twenty minutes, as tending to her wounds took longer than expected, Lily began to pack her stuff to go. Her apartment wasn't too far, but it would feel further once the fatigue sets in. Making sure to take a different exit than Cinder, Lily exited through the side doors, that led into a wide alley. She looked down both ways, and was relieved to see that there wasn't anybody there, and began to walk. As she toted her duffel bag, she kept readjusting it, as her shoulders were tender. She heard a soft clang and nearly cursed when she saw her White Fang mask fall out. Quickly, she bent to grab it, but it was shot away from here. Lily panicked, and began to run back down the alley to escape, but before she got far, she was caught in some strange black ribbon.

"No," she whispered, her eyes widening. There was no way the White Fang found out about her new arrangement! She was extremely careful not to leave any trails, but she recognized this weapon anywhere. It was Gambol Shroud; the weapon of Adam's right hand woman.

"Here's what's going to happen. I'm going to ask some questions, and you're going to give me answers, got it?" asked Blake, walking to the bound girl.

"I'll tell you anything!" Lily tried to choke out, but felt a vicious kick to her stomach. She was too loud for Blake's liking.

"One more outburst like that, and I won't be so gentle," threatened the cat Faunus. "What are you doing out here?" Lily couldn't think of an answer, and remained quiet. Blake kicked her again, earning a pained yelp from the battered girl. Angry, Blake reached to unhood the girl, but was forced into evasive action when a kunai was thrown at her. "Who's there!?"

"What's going on?" asked the deer Faunus, unable to see anything. She had trouble breathing, as she felt that Blake had broken one of her already fragile ribs. She heard a few gunshots, and tried harder to break free from the black ribbon, but it was no use, her strength was gone.

"Let go of her!" shouted a familiar voice. Blake's eyes widened as she searched for the owner.

"You're working for them too?!" shouted Blake, seeing Naruto revealing himself from behind a dumpster. He had dropped his disguise the moment he saw what was unfolding, and approached the two with three kunai ready. He didn't want to hurt Blake, but he didn't want her hurting the other girl either.

"What? I'm not working for anybody!" Naruto shouted back. "But I can't just sit around and watch as one of my friends attacks and begins to extort some poor girl who can't defend herself."

"You don't understand!" argued Blake, but Naruto rushed in front of her, his hands already over hers to stop her from swinging her sword.

"I don't know what's bothering you Blake, but look at this girl!" Naruto gestured with his head. "I could smell blood on her from a mile away, and she's limping! How can you go about attacking somebody like her?"

"Naruto, this doesn't involve you! This is White Fang business!" Blake yelled, pushing the blond ninja back. Blake then turned back to her 'captive' only to see her still writhing in pain on the floor. Doubt slowly began to fill her thoughts. "You're part of the White Fang, aren't you?"

Lily shook her head, as she began to cough more blood. Blake lowered her weapon slightly, but raised it back up as another question found its way into her head.

"Then why do you have that mask? That's not something you can get anywhere!" she accused, picking up the ivory white mask with red streaks around it.

"Wh-what's happened to you Blake?" asked the wheezing Faunus. Naruto helped the girl to her feet as Blake took a step back. From what she remembered, Blake took after father, and believed in peace.

"How do you know my name?"

"I'll never forget my former rival," grinned Lily, pushing the hood off her face. "Although you're definitely leagues above me now."

"What's going on?" asked Naruto, still remaining between the two Faunus girls. "Do you know each other?"

"My rival?" asked Blake, before seeing Lily's face. Images of the two training under Adam flashed through her head, and Blake began to feel sick. Lily was the one who believed in Adam, but when he favored Blake, Lily was tossed aside. She lowered her weapon.

"I'm sorry," the Faunus girl said, looking away. "You deserve to be Adam's right hand woman, I was never as dedicated as you."

"I'm not with them anymore... I left three months ago..." Blake replied, sheathing her weapon. Naruto took it as a sign of peace, and stepped to the side. "I thought you left years ago, why do you still have that mask?"

"It's… a long story," sighed the girl. Although she wanted to know why she left, the shorter this encounter was, the better.

"Are you still working for them?" asked Naruto, feeling a bit out of place. When the girl stiffened, he looked over to Blake. "Am I not allowed to ask that?"

"Why wouldn't you be?" she asked. Naruto just shrugged and looked back to the girl. "Are you?"

"Not exactly," she sighed. She removed her cloak and revealed her battered state. "Olmos paid me a visit a little over a week ago, and when I told him I wouldn't go back, he did _this_ to me." Blake's eyes widened, and covered her mouth.

"I'm so sorry," she managed to whisper. She had kicked this poor girl while she was down, and she was already in bad shape. "I… I had no idea."

"It's fine," she managed to smile. "I understand… I still get paranoid when I see white masks too…" The girl looked over to Naruto who was merely observing the two at this point. "I didn't expect to see you again."

"Me?" asked Naruto. "When did we meet?"

"About six months ago, you saved me and some other Faunus… I could never forget the human who would go through such lengths." She held her arm over her stomach, but still smiled at the blond boy.

"Oh, that?" Naruto recalled. That was before he could even speak, he hadn't thought about the situation since. "Wow, it's been that long? Gee, well, hi again. Where is your friend?"

"I didn't know her to be honest," she shrugged, trying to play it off. "We just happened to be caught in the same alley."

"You're their informant," Blake muttered. It wasn't an accusation, it was a fact, and even now the deer Faunus was protecting her source. Lily winced a little, but nodded. "You said you weren't working for them."

"I'm not!" she insisted. "I was working _with_ them. If I didn't do as they said, they'd kill me! Your f- err, Ghira would allow me to leave, but when Sienna took over, the White Fang hunted down every last deserter, and cut off their Faunus traits if they refused to cooperate. I didn't have a choice!"

"Whoa, who the hell is Sienna?" asked Naruto. He wasn't sure how important a Faunus found their animal trait, given that Blake hides hers, and others like Kohl or Velvet had them in plain sight.

"The new leader of the White Fang," uttered Blake. "That doesn't matter right now, are you ok Lily?"

"I'll be fine," she tried to assure. "I can handle myself."

"From the looks of it, you can't right now," pointed out Naruto. The girl smiled at him wistfully.

"You've saved me twice already," she said gratefully. "I don't want to owe you again."

"I didn't save you so you'd be in debt to me," Naruto said offended. "It was the right thing to do, so I did it. You don't owe me anything." The two Faunus were a bit taken aback, seeing that Naruto was true to his words.

"If more humans had a heart like you, there wouldn't be a White Fang," sighed Blake. It was definitely nice to see somebody care so much for others, but Blake wasn't so naïve to think one optimistic teen could change the world.

"Look, it's getting late," Lily said, trying to stand straight. "I need to get back home, and I'm sure you two have somewhere else to be."

"Do you want us to walk you home?" asked Blake.

"I think it would be better if we don't see each other again," she replied. "I've been under investigation, and if they see me with _you_ of all people, they'll know something is up… especially if you left their ranks such a short time ago..."

"There's something else, isn't there?" asked Naruto, sensing her hesitation.

"They're targeting this Faunus boy I met a while ago…" she admitted. She was still unsure whether she could trust Blake, but Naruto gave her this sense of security that she'd never felt before. "I don't want him getting hurt, so I have to keep doing what they say until I can figure a way to get him off their radar."

"It won't be easy," warned Blake, "but if he's a Faunus that poses no threat, he should be fine for now."

"Thanks," she said, with a forced smile. She wasn't deceiving them, but she couldn't tell them everything, they wouldn't understand. She gave Naruto a meaningful look, before hugging him. "You're one of the few humans who understands us… I can see it in your eyes." Naruto patted her on the back awkwardly, sighing at the reminder of her childhood. The old saying proved true, eyes were indeed the windows to one's soul, not matter how much he tried to hide it. Lily took her leave, and he was left to the glare of Blake.

"So, why were you following me?" she asked. She wasn't mad, but rather irritated.

"I saw you sneak out," he shrugged, hoping she'd drop it. However, when it came to angry women, Naruto was never lucky.

"Alone," she emphasized. "As in I didn't want company."

"You might not have wanted it, but it looks to me like you definitely needed it!" Naruto deflected. Blake winced, and she looked away. "I shouldn't have said that…"

"You're right," she admitted. After seeing how beaten and injured Lily was, she was disgusted with herself. She had left the White Fang due to their violent nature, but if this was what she resorted to in search of answers, she wasn't any better. "When it comes to the White Fang, I can't always think clearly… but still, you wouldn't have known that back at Beacon."

"I had suspicions…" he trailed off, earning another glare from the cat Faunus. Naruto sighed, and clarified. "I had a friend who had the same look in his eyes that you had when I saw you. I didn't want you to fall into the darkness like he did…"

"What happened to him?" she asked, her voice losing its edge. She knew that she was spending an unhealthy amount of time thinking about the White Fang, but she had reasons to. She had seen what they were capable of, as well as how far they'd go.

"He was branded a traitor by the entire village," he said after a pause. "If I had tried harder, I could have saved him, but I failed. I never want to see anybody fall like he did... he was my best friend."

"I'm grateful that you would go through such lengths for somebody like me, but you don't understand my situation."

"I may not know the specifics, but I can sure as hell tell you that it's not worth it!" Naruto replied evenly. Blake scowled a bit, and the two glared at each other in a test of wills.

"What would you know about the White Fang?" she asked angrily. "In case you haven't realized it, I left when they became what that are now, I'm not trying to go back!"

"You almost beat a defenseless girl to death because she had a stupid white mask!"

"I wouldn't have killed her!" she insisted, although her determination faltered a bit. "What do you know about me?"

"Not much," he admitted. "All I know is that Mindy trusts you, and you like reading, but you'd regret your actions tonight if I wasn't here."

"I never asked you to be here!"

"That doesn't mean you didn't need me or anybody else here!" he reminded. She was getting rather stubborn, but Naruto refused to give up. "What the hell would your team think if they saw what you did tonight!?"

"What about your team? Why did you follow me without telling them? Do they know you're here?" She was desperate, and tried to find a way around this shouting match.

"The difference is that I'm not ashamed of my actions," he replied, staring dead into her eyes. "I have nothing to apologize for. Can you say the same?" Blake looked away. She knew that he was right, but having your flaws thrown in your face by somebody you hardly knew was difficult. Naruto's expression softened, and he let out a sigh. "Listen, you have friends to fall back on, and to ask for help. Don't throw that away because of some stupid obsession you have... They deserve better than that. I'm not trying to make you feel bad, we all make mistakes, right? I have my fair share, you just don't know them. Let's just go back to Beacon, and forget this ever happened."

"Right," she agreed. "I'm sorry, I didn't-"

"Stop it, tonight didn't happen. There's no reason to apologize… especially not to me. You didn't do anything to me." Blake gave him a slight smile, and the two walked back to Beacon.

"If anybody asks, you came to me for advice on how to use shadow clones," added Naruto, sparking a friendly argument as to who had ownership over the name of the technique.

* * *

 **A/N**

 **So, apparently the last few chapters gave some people the impression that Kohl was the main character, but it was merely a character arc. Naruto is obviously the main man in this story, but as I've mentioned before, if you're reading this, chances are you already know Naruto. You don't know his new team, which is why I had planned to explore each character BEFORE rushing to the end. We're still in rising action people, the climax is a long ways away. That being said, the next mini arc will spill over into the beginning and middle of Volume Two, so stick around for that.**

 **~LVR6**


	16. It's Complicated

Chapter Sixteen: It's Complicated

* * *

Team MNKM walked down the streets of Vale enjoying their last weekend off. Marie and Naruto were the most distraught about having to go back to classes in two days, but all good things had to come to an end. Just like the teamwork lessons that Team CVFY was giving them over the last week. Marie had come to see that Coco was absolutely right about their teamwork, and that despite Marie preferring to be a close-quarter fighter, she would have to provide long distance support when needed… that is until Naruto revealed he could throw a kunai through several trees on a whim.

"Why don't you do that more often?" asked Marie. "That seems like something you'd use on the field more."

"I won't use that on people!" argued Naruto. "If I let loose against everyday thugs, I'd have a huge murder count! I don't want to be a killer, so I only use them against Grimm."

"Why didn't you use that during initiation?" asked Kohl. "That could have come in handy against that ridiculously strong Ursa."

"I haven't fought a Grimm before that, I really underestimated it," he said with a sheepish smile. "Besides, we killed it, right? It's fine."

"Well, if we're on the field, switch with me when you can," said Marie, "I hate burning through all my Fire Dust… it's getting really expensive."

"I hear you," agreed Kohl, "Even after the robberies stopped, the prices haven't really gotten down much."

"Well, I guess I can try to take the rear every once in a while," conceded Naruto. "But I really like punching things."

"We know," sighed Marie and Kohl.

"Um, guys?" began Midnight. "That girl has been staring at us…"

"Who?" asked Naruto, looked over to where Midnight was looking. "Are those rollerblades?"

"Oh god no…" muttered Kohl. Before the other three could register what happened, a blur of rainbow swept past them, and tackled Kohl to the ground.

"KOOOOOHL!" she cried, "I thought I'd never see you again! I've been so worried!"

"Um… who is this?" asked Marie. She then noticed the pink cat tail on the girl.

"Neon what are you doing?" asked a well-dressed teen. He wore a sky blue tie that matched the band on his hat, and carried around a trumpet.

"Flynt! Look, it's Kohl! I told you about him, remember!" She said excitedly, as she circled around Flynt on her skates. Kohl got to his feet, and sighed heavily.

"Hey Neon," he greeted. "I see you're still rollerblading everywhere."

"Of course," she said as it was obvious. "This is the best way to get around! But don't change the subject, what are you doing here? Are you here for the Vytal Festival?"

"Well, he kind of lives here now," butted in Naruto. "He goes to Beacon." Neon then squealed.

"You must be his team!" she chirped happily. "I knew you'd get into a combat school!"

"Is anybody going to inform us how you two know each other?" asked Marie. "You kind of tackled our teammate to the ground and we'd like to know why."

"Kohl hasn't told you about me?" she asked in shock. Suddenly the colors on her began to dull. "I'm hurt! Kohl, why didn't you mention me? Are you ashamed?"

"We don't really talk about where we're from," he replied evenly. He turned to Flynt with a sigh. "You got partnered up with her?"

"Yep," he replied with a shrug. "We're part of team FNKI, I'm Flynt."

"Wait," interrupted Marie. "Neon, how do you know Kohl?"

"Oh, we go waaay back," she replied.

"No, we really don't," he replied. "There aren't a whole lot of Faunus in Atlas that don't work for the SDC, so we just kind of know everybody."

"Come on," teased Neon, "You never mentioned that time when we-"

"Never happened!" he said quickly, a barely noticeable blush forming. Marie fell silent. She now had something to tease him with… a rare and beautiful moment.

"Aw, it totally did," she said with a wink.

"What is she talking about?" asked Naruto, a bit lost.

"I think they had a… _thing_ ," replied Flynt, playing along with Neon. Kohl just turned away.

"Well, we got to get going," he replied, walking off. Naruto and Midnight were quick follow, but Marie lingered behind.

"You have no idea how long I've been waiting for him to react to something," she said in exaggerated happiness. "Bless your souls." She then ran off and caught up with her team.

"They're weird," said Neon. Flynt just nodded, and the two began to walk on.

"So how _do_ you know that guy?" asked Flynt.

"I told you so many times!" she replied with a grand gesture with her arms. "He had a crush on me a few years ago, and when I found out, I kept getting him all flustered."

"Is he still crushing on you?" asked Flynt, smirking a little.

"Nah, he grew out of it a while ago, but I'll never let him forget," she said with a devious smirk.

* * *

Bullhead: Southern Isle of Sanus.

* * *

Torchwick and Neo arrived on a small island where the tropical vegetation was severely overgrown. If they didn't know any better, they would assume it was abandoned, but the files Neo had swiped from the White Fang told another story. Walking through the thick forest, the two stopped dead in their tracks, as they felt themselves being surrounded. Roman motioned for Neo to stand down, as one native came out wielding a spear.

"What are you doing here?" asked the jaguar Faunus.

"I'm looking for an old friend," replied Roman smoothly.

"Who?"

"Well, I don't know what you people call her here, but where I'm from, she's known as the 'Winter Maiden'. A woman about this tall, can control the weather and use magic. Anybody you know match that description?" The Faunus' eyes widened, and he gestured towards the trees.

"Stand down," he ordered. He narrowed his eyes at Torchwick and his partner. "How do you know of our queen?"

"Like I said, she's an old friend…" repeated Roman. "So, can we see her? She's in great danger."

"What are you talking about? Are you threatening her?"

"No, no, of course not," smirked Torchwick . "You see, there are some people who are trying to kill her, and I'm not one of them. You see, my associate and I came here to warn her, and provide her with a safe place so that those who are looking for her can't find her here. They've already made their way here."

"I see…" the Faunus said. "I will see if I can grant you an audience with her… I will put in a good word for you."

"Thanks, I really appreciate that," he said with a small bow. He followed the young man towards what he assumed was the village.

* * *

Vale: With Cinder

* * *

"Again," she ordered, as Lily struggled to get to her feet. Mercury complied, and ran towards her again, as the Faunus girl pathetically tried to defend herself. She had managed to block the brunt of the impact with her sword, but Mercury disarmed her, and continued the assault. Sweeping her legs from under her, he performed a devastating ax kick that forced her back down to the ground, creating large cracks on the pavement.

"At this rate, Merc will kill her," Emerald nearly shouted.

"Again," she ordered, as the Faunus girl could barely kneel. Mercury roundhouse kicked her across the face, and sent her flying through the wall. "Impressive…"

"How was that impressive?" asked Mercury. "She didn't even land a solid hit." Cinder had gestured towards the hole in the wall, and Mercury was surprised to see Lily on all fours, with a crazed look in her eye. She was bleeding from the side of her face, and one of her legs was twisted at a funny angle. Her cloak was torn apart, but still covered most of her body.

"Shut up!" she shouted, as she tried to run towards the kicker. Mercury lazily evaded, and side kicked her, but she caught his foot and took him down. Having lost her sword early on, she began to try to punch the smug look off his face, but Mercury blocked and evaded all her strikes. He then wrapped his legs around her head, and slammed her down, and began to choke her.

"Say uncle," he laughed.

"That's enough," ordered Cinder. Mercury released the hold and let the girl breath. "As you can see, this girl has the same drive you two have, and although he fighting skills still sorely lack, that can be remedied. Emerald, come with me, I have something to discuss with you."

"Y-yes Ma'am," she said a bit cautiously. Cinder did not take having her authority questioned lightly. Following closely behind, they left the two combatants.

"You know, Cinder isn't really ever impressed by anybody," said Mercury, offering a hand to the injured girl. Lily however, refused to take it.

"Don't mock me with you faux sense of comradery," she growled as she spat blood from her mouth.

"Well, we're part of a team," he shrugged nonchalantly. "We can be civilized about it, or you can act like the beast you are." Lily refused to try to fight him any further. With her injuries and his admittedly, better fighting skills, she would likely die before she did any real damage. Limping away, she grabbed her sword off the ground.

"You humans disgust me," she spat.

"Yea we're pretty bad," he admitted, "but at least I'm not a filthy animal like you." He walked off, with a cocky smirk on his face. Lily silently seethed as she left the room.

* * *

Beacon: RWBY Dorm

* * *

Team RWBY was enjoying their days off rather lazily. Yang and Ruby were playing some video game on their scrolls, while Weiss polished Myrtenaster and double checking her Dust vials. Blake lied on her bed 'reading' although she hadn't turned the page in well over an hour. She sat there thinking about the night the week prior and how she had lost control of herself in search for answers. Although she was grateful that Naruto was there to stop her, she did find it strange that he had such a carefree attitude, when he has obviously gone through so much. From losing a friend to the darkness, to the pained look in his eye that reminded her of desperate Faunus who were tired of hatred. But how could somebody who knew such pain and loss, still move forward so… optimistically? It was an endearing quality that wasn't too dissimilar to her team leader, Ruby, in that they just want to make the world a better place. Was there something that he knew that she didn't that gave him such hope? Or was it all a façade that hid the true pain he felt? Either way, she had to find out. Hopping off her bed, she headed towards the door.

"Where are you going?" asked Weiss, looking up from her weapon. "You haven't said a word all day."

"I'm just going out," she answered.

"Where to?" asked Ruby, still half distracted from the game she was playing.

"I just want to go talk to somebody," she replied. It would be better to be honest at this point, as she could feel their suspicions.

"Oh, are you going to talk to Sun?" asked Yang with a purr. "Go get him girl."

"What, no, that's not it," she defended a bit too quickly. She mentally slapped herself, it was the perfect cover.

"Then who?" asked Weiss. Seeing the hesitation, she sighed. "Blake, I thought we went through this. You said that if something came up, you'd talk to us before somebody else… what's bothering you?"

"Nothing," she insisted, but it became less convincing each time. "I just need to get some answers." Yang paused the game, and walked over to her partner.

"Who are you going with?" she asked, ever present smile on her face. "If you don't want to tell us what it is you're going to talk about, the least you could do is tell us who." Blake saw what she was doing; it was a way out. She would still get a semblance of privacy, and satisfy her teammates.

"Naruto," she replied. "I just want to ask him something."

"Alright, have fun!" called out Ruby, as she tried to take advantage of Yang not paying attention to the game. Blake nodded, and left. "Aw, come on, how do you keep doing that?"

"It's an older sibling thing," smirked Yang, as she beat Ruby. "Best two out of three?"

"You're on!" she cried, grabbing her scroll. Weiss was left to wonder what on earth the blond goofball of Team MKNM could know that Blake didn't. Whatever it was, she'd have to learn to leave it alone.

* * *

Beacon: Edge of Emerald Forest

* * *

"Alright, what did you want to talk about?" asked Kohl, as Mindy stood a few feet away nervously.

"I… want to tell you what you wanted to know," she said, gesturing to the pendant she held. "I want you to have this back."

"Oh," he replied, grabbing it back. He put it back on, and looked at his partner, as she fidgeted nervously. "So, where do you want to start?"

"I don't know," she admitted. She had so many things going on, and she couldn't get them in order. Her mind was racing, trying to find a place to start, but it just overwhelmed her. "It's just I don't know what to do anymore! I thought I was going crazy, but Naruto says I'm not. I thought I could live a normal life, but when Ozpin asked about Sapphire, I remembered everything! Things that didn't happen to me! I felt so angry and sad, but it wasn't me!"

"Mindy, calm down," Kohl pleaded, as he tried to placate the girl. "What are you talking about? Who is Sapphire?"

" _My daughter!_ " she growled her eyes flashing blue, before they changed back to green. "My sister…"

"You have a sister?" asked Kohl.

"I did, I think… I don't know, she was taken away before… my father…" she cried. Kohl grabbed the girl's shoulders and began to shush her.

"It's fine, you don't have to talk about it," he assured. "As much as I want to know, I don't want you to resurface these bad memories. Just try to breath, alright?" The girl was trembling, but did as instructed. "Are you alright?"

"Y-yes," she said after she calmed down.

"Listen, you don't have to tell me anything that makes you feel this way, alright? I was being selfish when I made you promise that."

"I want to tell you…" she whispered. "It… it's just…"

"It's fine, don't worry about it," he reassured. "If you want to talk about anything, I'm here to talk to, but only if it doesn't make you break down like this… I can't stand to see you so… scared."

"Are you sure?" she asked, to which he simply nodded.

"Let's just get back to our dorms, alright? We can take the rest of today and just take it easy."

"Wait…" she said, tugging his sleeve. "I… do have something I want to tell you…"

"Are you going to freak out again?" he tried to joke, but she just shook her head. "Alright, what is it?"

"I think…" she began, but paused. "I, um…" she looked up and back down. "Can I just whisper it?"

"You're already whispering," he pointed out. Midnight just got closer and Kohl turned his ear towards her. Once she finished, she looked away, and Kohl just stood there a bit taken aback. "Huh…"

"I don't know what to do," she said, looking away.

"Well, you can...ummm… have you tried to… damn, I don't know what to say here… Can I get back to you on that? I'll come up with something."

"Ok…" she replied.

"Alright, let's go back to Beacon…"

* * *

Beacon Cafeteria

* * *

"So what I ended up doing was painting my face in white and red paint for my ID photo, and my teacher got sooo mad," laughed Naruto. "I had to take a new one later that week, but I never went, so it's on my official documents."

"I can't believe you…" laughed Marie. "How is that even a prank though?"

"If I got somebody mad at it, it's a prank in my book," defended Naruto. "Man, I should really start doing that again."

"That would be entertaining to see," agreed Marie. "The only pranks I ever did were innocent ones, like shocking gum, or the funnel and penny trick."

"What's the funnel and penny trick?" asked Naruto. Marie just smirked. "I'll show you, wait here." Naruto shrugged and continued to eat his lunch. A few moments later, Marie came back with a coin and a small funnel.

"Alright, so the trick is to get the other person to fail at getting the penny into the funnel."

"That doesn't sound too hard," he said unsure.

"You can't use your hands though," she added. She then demonstrated, as she placed the coin on her forehead and dropped it into the funnel. "It's harder than it looks, trust me, I spent weeks getting the technique down."

"Psht, that doesn't look too hard," he said, snagging the penny and funnel. Carefully he placed the funnel, and got in position. "So I just put the penny like this?"

"No, you have to look straight up, so you can't see the funnel," she smirked. "Once it's out of your line of sight, you put the penny on your forehead for ten seconds, then try to get it in."

"Ok," Naruto replied, focused on the penny. Before the ten seconds were up, Naruto felt his pants get very cold and very wet. "Aw, what the hell!"

"See?" smirked Marie, as she held an empty cup of water. Naruto stood up and saw his pants.

"It looks like I pissed myself!" he whined, as Marie began to laugh.

"That's the whole point!" she said between giggles. Naruto glared at her, until he saw familiar face.

"Hey Naruto, I was wondering if I could ask you something," began Blake, before her eyes trailed down to the puddle she stepped in. Following the liquid, she saw Naruto's pants and was unsure what to say. "Oh, I can come back later… I didn't realize this was a bad time…"

"It's not, it's just water," replied Naruto, as he watched as Marie struggled to breathe.

"Uh huh…" she said hesitantly. "So, can we talk?"

"Yea, no problem," he smiled. Marie took her seat back next to Naruto and Blake sat across from them.

"I'm curious about how you came to understand what Faunus go through, the hatred that is always directed towards them." Naruto nearly flinched at the sudden and serious topic, while Marie was surprised to see that Blake could see through Naruto's mask.

"I, um, just know," he replied, scratching his cheek.

"It's because of your whisker marks?" she asked. "Did people think you were a Faunus growing up?"

"Um, something like that," he answered.

"What is this about?" asked Marie.

"I just want to know," replied the cat Faunus. "Naruto helped me out with something last week, and could only do so if he understood."

"Blake, what exactly are you asking me?" questioned Naruto. "I know what it's like to be hated, and I know what it's like to be discriminated against, but that's not what you want to know."

"It's just…" she began, before balling her hands into fist. "How can you be so positive?"

"What?" asked the two MNKM members.

"How is it that you can feel what we go through and still plaster a smile on your face every day? How can you see the best in people when the world has only shown you the worst?" Blake wasn't aware, but she had begun to tear up a little. "I don't understand how anybody can feel such pain and still carry on like tomorrow is going to be a better day!"

"It's pretty simple, actually," smiled Naruto. "I see the best in people, because once upon a time, there was an old man who saw the best in me, and raised me as if I was one of his own. There was a single teacher in the entire academy who saw the best in me, and spent extra time with me because I needed it. There was a father and daughter who saw the best in me, and fed me." Naruto remembered the faces of the Sandaime, Iruka, Teuchi and Ayame. "Those people didn't owe me any favors, but they saw past what I was, and looked at who I am… Because of them, I found that even in a world that treats you like dirt, and won't give you a second thought, there are people out there who deserve to see your best."

Blake stared at him speechless. The words he spoke were much wiser than what any seventeen year old boy should know… should have experienced.

"I…" she began, but Naruto just smiled.

"I said it was simple, I didn't say it was easy," he added. "There have been times where I wanted to become the demon everybody saw me as… to just let go of all desires of wanting to be accepted, and just prove them all right… But it wouldn't be fair to those I loved. They gave me a home, and they gave me a family… how could I be so selfish to throw that away?"

"Naruto… you don't have to keep going," said Marie as she saw him crying at the lost home he'd never return to. "I think she understands…" Naruto wiped his eyes and let out a laugh.

"What am I getting all emotional for? Look Blake, it's like I said, you have your friends and team to fall back on when you mess up. I got Marie here to make sure I don't go into another ramen induced food coma. We all have flaws, and our friends can help us with them. You just have to open the door."

"Right… thank you," she said, standing up. "You're a great guy Naruto…" Blake went back to her dorm, determined to better herself, for her team.

"So… when did you become a philosopher?" teased Marie.

"About five minutes after you made my crotch soaking wet," he replied.

"Aw, don't say it like that!" she laughed.

"Say it like what?" he asked.

* * *

Southern Isles of Sanus

* * *

Roman and Neo awaited as the 'queen' of the island arrived. From the files they have read, this woman was supposed to a force of nature in a literal sense, but there were no actual reports of this being witnessed by anybody. The two have had a small discussion about what to do if they wound up at a dead end, and Torchwick finally agreed to let Neo kill the warriors of the village, since they were in fact the ones who raised their weapons at them first. As much as Torchwick enjoyed her company, it was times like this that made him thank whatever higher power that this girl was infatuated with him.

"The queen will see you now," said a Panther Faunus. Torchwick and Neo followed them into a small hut, where they were permitted to enter. Once inside, Roman found that there was a veil that separated the back of the hut from the entrance, effectively masking whoever was hiding back there. Once the Faunus guard left, Roman let out a laugh.

"So, Your Majesty," he began, as he had to physically stop himself from sounding sarcastic. "We've come a long way to find you."

"I'm aware," she said in a low tone. She had the voice of a young woman, but from what Torchwick gathered, she has been queen of these areas of more than a decade.

"Oh, good. Well then, I assume your people have told you what I come to offer?"

"They have not…" she replied. "They only told me that you referred to me as the Winter Maiden. I'm not sure if you're aware but I have long since abandoned that title."

"That's the thing," he sighed. "You can't just give it away. I have reports that people are going to come after you, and unlike myself and my associate here, they will come with armies and take you by force. What we are offering is an exchange of services."

"What makes you think I'll agree to this?" she asked, although there was no malice in her voice.

"Call it a gut feeling," he smirked. He took out the folder, and began to read off some important parts. "It says here that you left the four Kingdoms when you were about fifteen , you were already naturally gifted in Huntsman training, but when you were blessed with the Winter Maiden's power-"

"These powers are no blessing!" she growled, as the temperature of the hut dropped dramatically. "They are a curse! One I would not wish upon anybody!"

"You see, that's going to be a problem," he sighed. "I have no idea who else is coming to find you, but I know of one group in particular. They call themselves the White Fang, but they're being used by this other woman named Cinder. Now, I don't know much about her, but apparently she was able to snag some of another's maiden's power about ten months ago."

"Why are you telling me this?" asked the Winter Maiden.

"It's simple really, I don't have to power to stop her or her forces. Trust me, if I could, I wouldn't try to take you away from this, er, peaceful life, but I have no choice. I have no idea where Spring or Summer might be, and Fall is already out of the picture."

"Somebody is targeting the Maidens?" she asked a bit of fear in her voice. Torchwick smirked as she had fallen right into his hand.

"Oh yes, but like I said, I only know of one group in particular. There could be more for all I know, but I managed to follow this trail here first, and as a gesture of good faith, I only come to offer you a choice. Come with me, and bring safety to your people, or stay here and try to defend them from endless waves of armies and Huntsman."

"If I go with you, who will protect my people?" she asked.

"If you aren't here, they won't need protection," he answered. "As much as I hate to say it, you're what's endangering them."

"I see…" said the young woman. She stood up, and walked over to them and lifted the veil. The Maiden was probably in her mid-twenties and had a soft expression on her face. "Thank you for coming here, I am in your debt," she said, hugging the two guest.

"I must warn you," he said lowly. "Although I promised your people will be safe, I can't promise you will be. It's just Neo and I here after all, so you may find yourself fighting."

"There is no issue then," she said with a grin. With a flick of a wrist, she conjured a sword made of ice, and with another flick, created a small snow flurry in her palm. "I am more than capable of defending myself, especially when I only have to worry about two people getting caught in my attacks."

"Then it's settle," grinned Roman, extending out his hand. "Welcome to the team. Our first stop, is Vale."

"I've never been to Vale," replied the Maiden. "But I've heard good things about it."

"There's actually a bit of a conflict going on over there," he replied, "but I'm sure we can sort it all out once we arrive."

"Of course," she replied with a small smile. "Anything to help my two new friends."

"That's the kind of team attitude we love, right Neo?" The short girl nodded with a smile.

"Hello Neo, I don't believe I've introduced myself. I'm Sapphire Fetchmara."

"She doesn't talk," Torchwick answered for her, "but she's says it's a pleasure. Now, shall we head over to the airship? It's getting kind of nippy here."

"I'm sorry, the cold doesn't bother me anymore, so I forget to tone it down," apologized Sapphire, as she willed the ice away. "I'm going to say goodbye to my people… I won't be long."

* * *

The Following Day

* * *

Naruto and his team sat with JNPR, who they hadn't seen in a while, as they ate lunch. Nora was flinging food at Yang, who kept catching it in her mouth, to which Naruto soon joined. It wasn't too long before Ruby arrived with a giant binder and slammed it on the table. It seems that Naruto's talk had gotten through to Blake, as she didn't seem distracted anymore, and was interacting with her team.

"So what do you think they're talking about?" asked Jaune, seeing the large binder.

"I don't know, probably girl stuff," shrugged Naruto, as he catapulted a grape with his spoon at Yang. She had yet to miss, so Naruto gave up. "I'm just going to eat my ramen now…"

"Why'd you only get one bowl?" asked Marie. "You usually have a stack of them."

"This was their last one," he sighed. "So I'm going to savor it."

"Don't you have to start eating it to savor it?" asked Kohl, noticing he hadn't even broken his chopsticks yet.

"Yea, but I don't know if I'll be able to stop myself…" he cried, slamming his head onto the table. Before he felt too sorry for himself, he heard a comment the blonde on team RWBY made.

"I always start my semester off with a _Yang_. Eh?" she asked. Naruto erupted in laughter, as Nora booed her and threw an apple.

"Haha, start off with a 'Yang'," he repeated. "That's comedy gold right there." He heard something crash behind him.

"Oh no," whispered Marie. She looked around. Angry blond throwing food? Ditzy hyperactive girl throwing food back? "We're about to enter a warzone…"

"What are you talking about?" asked Naruto before a carton of milk spilled into his ramen. Silence echoed throughout the cafeteria.

* * *

 **A/N**

 **So, we got a bit of a shorter chapter than the last few, but it was either this or wait another week. Also, as some of you may be aware, I didn't update last weekend, but that's because I posted a new (darker) story called The Fox Who Tried. I'll explain my update schedule on my profile for those who want to know that sort of thing, and I will continue to update this one. As most of you might have noticed, the plot got real. There wasn't a ton of action, but from this point on, it will be a lot of deviations and original content, while still following _some_ canon. All reviews are appreciated and I try to answer any questions regarding the story without spoiling anything. **

**~LVR6**


	17. Food Fight Redux

Chapter Seventeen: Food Fight Redux

* * *

"Who did this?" asked Naruto as the entire cafeteria sat frozen. He stood up, and began to scan the room, looking for the guilty party; the waste of life that had defiled the only thing in this world that should never be tainted. Several students had handfuls of food ready to throw, but none of them had a milk carton. As he scanned the room, he felt a plate of spaghetti land on his head.

"Boo," shouted Nora. "That was a cheap shot!" She then grabbed a pie and threw it at Weiss, who had been trying to mind her own business. The heiress was shocked, and it seemed that the tense atmosphere was gone, and all the students had begun to join in.

"Attack!" shouted Yang, who had thrown the spaghetti. She grabbed a plate of mashed potatoes and chucked it at Marie, who was still staring at the serious Naruto.

"What the hell?!" she shouted. "I didn't even throw anything!"

"Haha, she got you pretty good," Naruto laughed. He scooped some off her face, and threw it at team RWBY, only hit Weiss yet again, as she had just cleaned off her face from whipped cream.

"You dolt!" she shouted, as she slammed her fist on the table. She grabbed Blake's tray of food and chucked it at Naruto. Unfortunately, all the food fell off, and only the tray hit him across the face.

"Yo, it's a food fight!" scolded Marie. "You don't throw trays!" In response, she grabbed a chair and chucked it at Weiss, who was pushed out of the way by Ruby. Naruto flipped the table and took cover behind it, as Yang threw a can of soda at them.

"Alright leader, what's the plan?" he asked Marie.

"Why don't you take over this time?" she replied with a soft smile. "This seems like your sort of thing anyway."

"Are you serious?!" asked Kohl and Naruto in unison. The former terrified and the latter excited. Marie just shrugged, and Naruto stood up straight.

"Alright, here's what were' going to do," he said, squirting some ketchup on the ground to make their battle plan. Mindy held a tray over her head for protection of the raining sauces.

A few minutes later, Naruto looked up from behind the table and saw a lot of the students run out, and Nora standing atop a huge stack of tables, singing evilly.

"How did they do that so fast?" he asked. "Whatever, stick to the plan. Marie, here's some pickles, Kohl, some peanut butter and of course Mindy, cheese slices."

"Naruto, you do realize you didn't explain anything," Kohl began. "You just drew a cat with ketchup."

"It was a fox!" he corrected, as he sighed. "Marie, do you know what to do?"

"Oh yea," she smirked, as she opened the jar of pickles. "On your signal."

"Mindy?" asked Naruto. The normally shy girl gave a confident grin as her eyes flashed blue. "See Kohl? Here, take this bag of hard candy instead, give me the peanut butter."

"I still don't know what to do!" he shouted behind him as Naruto jumped over the table and ran into the fray. Mindy and Marie then split up and ran toward the various fights. "Whatever," he sighed, as he ran after the last pair.

Naruto met up with Jaune and Yang, which was heavily one-sided. At some point in time, Yang had stuck her hands in two turkeys and was swinging at Jaune. As the blond's breadstick broke, Naruto threw some taffy that wrapped Yang's fist together for a moment.

"Huh?" she asked, as Naruto reached for a ham on the table to his left, and slammed it into the side of her head, sending her reeling back. Just as Jaune was about to thank him, Naruto broke a soda bottle and pointed it at Jaune.

"Don't get it wrong," he muttered darkly. "I know it was you."

"I-I didn't mean to!" he tried to defend, but Pyrrha came flying in with a loaf of bread and knocked the glass bottle away.

"You can hurt somebody with that!" she accused, as she used her Polarity to bring a tray for her to use as a makeshift shield.

"I wasn't going to actually cut him," he sighed unconvincingly. Pyrrha narrowed her eyes, and charged at the whiskered blond. Before she got far, a turkey came flying and hit her off balance, as the second knocked her off her feet.

"He's mine, Pyrrha!" shouted Yang, as she waved around a comically large fish like a club. Naruto reached for whatever he could reach, and held up a tiny sardine. "Wow, that's tiny."

"It's not the size of the boat," he said to her, while she smirked.

"It's the motion of the ocean?" she asked.

"It's the number in the fleet!" Naruto shouted, as he threw the fish and formed some seals. In a poof of smoke, there were countless tiny fish pelting Yang.

"Eww, this smell is going to stay for weeks!" she complained. Naruto just stood back and laughed, which gave her the opportunity to slam the huge fish into Naruto, sending him rolling across the cafeteria.

"Naruto!" cried Marie, as she evaded bread from Blake and leeks from Ren. She grabbed several pickles and chucked them at the two, who deflected them easily. Blake then engaged Ren, as Marie ran out of pickles. "Wow, only eight pickles? Whatever," she muttered, as she threw the jar at the two fighting, spilling juice everywhere, causing the two to slip and fall into each other. Marie picked up a basket of tomatoes, and began to throw them, narrowing missing each time.

"Where did you get that?" asked Ren, recognizing it.

"I found it right here," replied Marie. As she threw the last ones, she saw the tag that read 'property of Lie Ren'. "Oops?" The teen just sighed, as Blake grabbed a hold of some sausage links and used it to grab a hold of Marie and dragged her into the pickle juice.

"Now you deal with this gross mess," said Blake, as she used a shadow clone to evade a leek that Ren threw. Still airborne, Marie grabbed a hold of Ren's shoulders, and threw him down into the pickle juice to step on him to get to the dry floor. Blake just looked at her with mild disappointment. "Really? That's kind of rude."

"You're just mad you didn't think of it," she smirked, as she grabbed two loafs of bread. She tossed one to Blake. "I don't want to fight an unarmed woman," she replied, charging in. The two clashed breads, before they were covered in sticky purple soda. They looked at the culprit, and saw a grinning Nora, as she waved innocently. Before the two could rush her, a watermelon hit Nora, making her tumble down. Weiss had used her Glyphs to slingshot them, and she came brandishing a swordfish.

"Oh, you'll pay for that," Nora said threateningly, as she punched the soda machine getting a load of cans to fall out. What's more, the electricity began to channel into her body, and she grabbed a handful of sodas. The cans began to spark as she tossed them at the Ice Queen, who put up a white Glyph in front of her to repel the cans back. Weiss wore a confident smirk, before two slices of cheese smacked her across the face with a satisfying ' _splat'_.

"Nice one Mindy!" called out Nora, who was underneath a table to protect herself from the raining soda. Mindy smirked, as she cracked her knuckles. Weiss grew angry at the duo, and began to glide towards the other snowy haired girl, who lazily evaded her swordfish. Nora took this opportunity to jump up towards the flag pole, only for her to slip off as it was covered in some brown substance. "Peanut butter?"

"I knew it!" called Naruto, as he unburied himself from the tall mountain of chairs and tables. "Oh, I thought Ruby would grab that…"

"I'll get you for this, blondie," grinned Nora, as she picked up a nearby vending machine.

"Oh, come on!" Naruto complained. "How is _that_ fair?" He received no answer, but the large soda machine came barreling towards him. He jumped on it, and ran on it as he narrowly evaded it, only to see a barrage of soda cans. Unable to dodge all of them, they exploded on impact.

"Take that Whiskers!" she declared, before she felt something small pelt her on the side of the head. She looked down and saw a small candy, and then over to the culprit.

"Am I doing this right?" asked Kohl, holding the bag of hard candy he was given.

"No, you got to lick it first," replied Nora, demonstrating. She threw it back at him. The small candy then stuck to Kohl's hair, sticky from Nora's spit.

"That's disgusting," complained Kohl, as he tried to take it out, but it was firmly in place. From behind, Kohl was assaulted by several cookies thrown like ninja stars.

"My cookies!" cried Ruby, looking over to Blake with a glare.

"REGROUP!" shouted Naruto, as he tackled Kohl to save him from a bowl of soup.

"Who the goddamn hell threw that one?!" asked Marie, seeing the scalding liquid hit the wall. She leaned against the wall of tables that Naruto had quickly constructed.

"Ok, let me do a quick head count," said Naruto, as he looked around. To his surprise, he had two extra members. "What are you two doing here?"

"Sorry, Blake threw Ruby's cookies, so she was kicked out of the team," replied Yang, trying to console Blake.

"How was I supposed to know they were off limits?" asked Blake with a tinge of hurt.

"Don't worry about it," assured Yang. "She'll forgive you in no time. Let's just get back to the battle plan."

"Our battle plan didn't work," replied Kohl, rolling his eyes at Naruto.

"Their forces are too strong…" whispered Marie, seeing how Nora had thrown that vending machine.

"That's enough!" Naruto replied firmly, standing up. He brushed some food off his uniform, and reached into his back pocket, taking out his headband. He tied it secured around his head, and wore a serious expression. He turned his cold gaze towards Marie first. "You are the true leader of MNKM, how can you say something like 'their forces are too strong?' That kind of talk doesn't fire up your followers! And Kohl, our plan didn't work because you couldn't follow simple directions!"

"You just drew a cat and started talking nonsense! What the hell does 'dattebayo' mean?!"

"Regardless," interrupted Naruto, hiding his embarrassment, "I can see that your heart isn't in this battle. Remember what you fight for, and use that to take control of your fate."

"It's a food fight," muttered Kohl, palming his face. Naruto looked over to the rest of the three girls who were listening intently, each wearing a different expression. Mindy held one of admiration, Yang was holding back a laugh at his seriousness, and Blake of confused amusement.

"I am Naruto Uzumaki, and where I come from we never give up, even in the face of certain defeat. From a young age, we are taught about the Will of Fire, and how it burns inside us all." He turned his gaze to Kohl and Marie, who had scooted a bit closer. "We must never let our fire be extinguished, for with it, we are nothing."

"This is ridiculous," uttered Kohl.

"Ridiculous?" repeated Naruto, walking over to his Faunus teammate. The teen stood up, and backed away, but felt something sticky behind him. "THIS IS BEACON!" The next thing Kohl knew, he was kicked in the chest by Naruto and fell into a giant puddle of spilled soda and pickle juice. Naruto then turned back to his team. "Any more nay-sayers?"

"No sir!" said the four girls. Naruto rolled his shoulders, and turned back to their opponent. His stare met Nora's, who seemed to be the one leading the opposing team, and no words needed to be exchanged.

"ATTACK!" ordered the two hyperactive leaders. The battle cries from both sides raged, as the charged towards the center of the cafeteria, only for both sides to stop when they heard the doors slam open.

"CHILDERN!" shouted Glynda, visibly seething. Everybody froze, and dropped their food-weapons, fearful for what was to follow. Before Glynda could get another word in, something above her began to fall.

"Tajuu Kage Bushin no Jutsu!" shouted Naruto, descending from the rafters above. Everything was slow motion as the student's eyes widened at the hundreds of clones that were created. Each Naruto held what seemed to be various pies in each hand. He threw them all down, and crossed his fingers again, multiplying the falling edible projectiles even further.

Glynda's usual stern demeanor shifted into one of shock, seeing the massive scale attack from a single student. Narrowing her eyes, she raised her riding crop, and every pie and clone was pushed away and poofed out of existence.

"Don't. Play. With. Your. Food," she growled at them. She turned to the real Naruto, and picked his unconscious form up with her telekinesis. She might have slammed against the walls harder than she thought. "You and I are going to have a chat." The doors slammed shut as she took the struggling teen to her office.

"He's dead," said Marie.

"He's dead," agreed Kohl, as he remained lying I the sticky puddle. He would need a long shower after this.

* * *

Ozpin sat in his office with a barely hidden amused expression. In front of him stood a furious Glynda, floating behind her, an unconscious Naruto. Having already seen what happened via scroll, he just gave her a questioning look.

"Something needs to be done about him, Ozpin," she demanded. "Naruto is absolutely out of control, and has absolutely no respect for authority! He started a food _war_ in the cafeteria, and tried to attack me when I demanded they stop. In addition to that, he nearly blew his cover with that ridiculous stunt when he jumped from the ceiling, and tried to-"

"Cream-pie you," Naruto finished, laughing painfully. Glynda grew even more furious, but Ozpin interrupted.

"Now, now," he began. "This is definitely a first, so let's just relax while we discuss this."

"What is there to discuss?!" she hissed, dropping Naruto unceremoniously.

" Glynda, Naruto's actions were not malevolent, and wasn't the sole participant for the food-fight today, nor did he start it. While he did go a bit overboard with his techniques, I believe Ms. Valkyrie threw one of our vending machines across the cafeteria." Naruto let out a sigh of relief, before Ozpin turned to him with an even glare. "That being said, Naruto, you should know better than to involve a teacher, especially Ms. Goodwitch, in your… _fun._ We only let the pillow fight incident slide because everybody was under the impression that was your first night here, but now you should know better. Ms. Goodwitch has a point, you did nearly reveal your secret behind your abilities when you created that army of clones. You were fortunate that most of the student body had fled by then, and that this occurred on school grounds, where we can delete any recordings of what happened. You cannot afford to be so reckless, especially when we don't know who's watching."

"I understand," replied Naruto, staring at the ground. He really did mess up. "So what's going to happen?"

"Normally you'd be punished," answered Ozpin, "but since we are technically on break, I believe we can let this time slide. Your thoughts, Glynda?"

"I believe that if this should happen again, I will personally oversee his punishment."

"I have no objections to that," replied Ozpin. "Alright Naruto, as you were." Naruto nodded, and walked out, shrinking underneath Glynda's murderous glare. Once he we out of sight, Ozpin turned to his longtime friend, a questioning look apparent on his face. "Is there any reason you didn't argue for a punishment now?"

"You know why," she replied evenly, her expression softening. Ozpin just hummed, and dropped the subject.

* * *

Airship

* * *

"So, how _did_ you end up the queen of the southern isles?" asked Torchwick, as he allowed Neo to pilot for a while.

"I didn't ask to be," she replied. "It sort of just happened."

"How?"

"It's an awfully long story," sighed Sapphire. "One I'm sure is in that detailed report you have on me."

"Actually, most of it was speculation. Going south was a gamble," he admitted. "There was almost no trace of where you came from, aside from a torn page found in Vacuo."

"Listen Roman, I appreciate what you and Neo have done for me, and saving my people, but I am not exactly ready to open up to you two yet…" Torchwick just shrugged it off.

"Yea, I get it," he replied. "The only person I trust is Neo. It helps that she can't talk." He moved his head to avoid being impaled by a parasol. "It was a joke! Geez, woman, you should know that by now." Sapphire chuckled to herself, and looked over to the short girl in the cockpit.

"How long have you two been together? You two seem awfully close."

"Long enough," he answered vaguely. He leaned back in the seat, and put a cigar in his mouth.

"You shouldn't smoke," warned Sapphire. "Those things can kill you."

"Surviving is one of my many talents," replied Roman. "Once I know you're fully on board with us, you'll find out what else Neo and I excel at." His scroll then went off multiple times. "Ah, it looks like were back in range with the towers."

"Is somebody trying to reach you?"

"Yea, an old _friend,"_ he replied, nearly spitting at the word.

"It doesn't sound like you two are on friendly terms anymore," noted Sapphire. Torchwick turned over to Neo through the rear-view mirror and the two sharing a knowing look.

"Well, she's under the impression we are," he replied, making sure to sound a bit concerned, "because if she knew that I was actually working against her, she'd kill me."

"W-what?" she asked. The atmosphere tensed in an instant, the air around them becoming cold.

"Do you remember when I said that I didn't know Cinder very well? Well the thing is, that's not entirely true. She found Neo and me, making us do her dirty work. Right now, she's undercover, so Neo and I saw this as a way to make a break for it, but we didn't want to run forever; we needed to stop her. That's why we took the risk of going to the southern isles to find you. It was a slim chance, but we didn't have any other choice."

"You're afraid of her," realized Sapphire.

"That doesn't even begin to describe it," he muttered under his breath. Sapphire got up from her seat, and knelt in front of the criminal.

"I won't let her hurt you two," she assured. "If what you're saying is true, and she's only had her powers for ten months, I'm confident I can defeat her. I was trained to use the Maiden's powers for almost two decades. If it wasn't for these powers, I would have been a Huntress already, but after I was found out to be the Winter Maiden, that wasn't in the cards anymore."

"You have no idea how great that makes us feel," replied Torchwick, smiling at the young woman. Sapphire hugged him, and Roman's smile turned into a smirk. "We can't just go in guns blazing though… she has an army courtesy of the White Fang. From what I know about her plans, the time to strike is when she initiates her first phase." The two released the embrace, and she took a seat back across from him.

"Please, tell me everything," she said. "I want to be as involved as I can."

* * *

Vale: Downtown

* * *

Mindy had wandered off after the food fight in attempt to avoid any questions about the shift in her demeanor. After a little mental argument with Skylar, she decided it wasn't too big a deal, since she wouldn't know how to handle the food fight anyway.

"I wish Naruto could have come with me," she sighed wistfully.

" _He was literally dragged away by the residence BDSM Mistress,"_ replied Skylar. " _He wasn't exactly free to go."_

"I know, but we were supposed to come here together," she replied, looking up to Tukson's Booktrade. She heard Skylar hum, but she didn't say anything. Mindy pushed the door open, and was horrified by what she saw. There lying in the middle of the shop was Tukson, with most of his head missing. She nearly gagged at the sight, and stumbled backwards. She began to shakily reach for her scroll to call the police.

" _Calm down, sweetie, it's going to be fine,"_ assured Skylar soothingly. _"Breath, and compose yourself."_

"I'm trying," she replied, her voice shaky. After a few moments, she stumbled outside, and calmed down. She dialed her scroll, and called the authorities.

It didn't take long, and the police along with some paramedics arrived to investigate the scene. She tried to keep herself from getting overwhelmed as she was questioned by a couple of detectives. A few minutes after the interview stopped, she looked up and saw her team.

"Oh my god, Mindy are you alright?!" asked Marie, running to hug her teammate. "Ozpin told us he got a call from the local law enforcement saying that you were involved in something. We were scared half to death!"

"Calm down, Marie," Kohl tried to placate, although he was equally relieved to see Midnight was alright. "What happened?"

"I didn't- uh, I mean, it just that…" began Mindy, but looked away. She hadn't told her team that she left, and was worried that they'd be mad at her. The questioning stares didn't really help her calm down.

"I was supposed to come with her," remembered Naruto. Had he not been in Ozpin's office earlier, he would have been here with her. "We said we'd find the author of some book, and we were going to ask Tukson if he had any idea who it was… Are you ok, Mindy?"

"I'm fine," she managed to whisper, as seeing Naruto put her at ease. "I should have waited for you."

"So what happened?" asked Kohl for a second time. "Why are there police around here?"

"It's Tukson," she whispered sadly. "I don't know why, but somebody… killed him. I found him lying in the middle of his shop…"

The four stood there in silence, the dark reminder of how cruel the world could be lingering in the air. Kohl and Marie had seen firsthand how cruel people could be towards each other, and were disgusted that this could happen in a place as accepting as Vale. It goes to show that Faunus aren't safe anywhere.

Mindy was shocked. She had never seen such horrid acts, as she was often looked over, or ignored. She had a sort of sheltered upbringing, although it wasn't the kind most would associate with the term. Mindy was isolated for so long, she didn't know or think about simple social cues, much less hate crimes. Being from Vacuo, the connection of Tukson being a Faunus didn't spark any red flags as to why he was targeted.

Naruto on the other hand, was angered more than saddened. In the time he's been here in Remnant, he's only heard of atrocities, and it was often censored. In his world, killing another shinobi was the norm. It happened regularly on missions, as well as every year during the Chuunin exams. What upset him the most was that Tukson was just a bookshop owner. He understood why he himself was hated back in Konoha (he didn't think it was justified, but he could see where they were coming from); he held something that had killed hundreds and left many people without families. It was a fear that turned into hatred. What possible reason could anybody have to murder somebody trying to make an honest living?

"Who could have done this?" asked Naruto coldly. It wasn't directed at anybody, but his team stiffened at his tone.

"It could have been anybody," replied Kohl. "Hate crimes like this happen in Atlas all the time, I'd be surprised if it never happened here in Vale." That answer didn't seem to calm Naruto down at all.

"Naruto, Mindy," began Marie, "let's just go back home. We can let the police do their work. Come on, it's our last day of break, let's try to end it on a positive note." Naruto wordlessly followed his team back to Beacon, unaware of a certain fox that was listening in to his internal dialogue.

* * *

 **Omake: Food Fight; Alternate Ending.**

* * *

Glynda stormed down the halls, witnessing the majority of the food fight through the cameras in the cafeteria. The fact that these students were supposed to be the protectors of the world made her even angrier at their childish antics. As she finally approached the cafeteria, she waved her riding crop and the doors slammed open with authority.

"CHILDREN!" she yelled, getting the three teams to halt in their tracks. As angry as she was, it always lifted her mood to see how much fear she instilled in her students, although her expression would never show it. No, she had crafted a perfect demeanor that demanded respect, and she knew exactly how to use it. Looking at the frozen looks of the students, she adjusted her glasses, and evened out her tone. "Please don't play with your food."

"NOW!" shouted a voice from above. Glynda looked up and saw resident ninja holding a plate full of sardines, throwing them down at her. Narrowing her eyes at the failed attempt of stealth, she simply waved her riding crop and everything went up in a plume of white smoke. As it began to clear, she noticed Naruto was gone.

'Most likely to make a run for it,' she thought to herself, as she turned back to the three teams, who had tried to rid themselves of an incriminating evidence, only to fail miserably. She was about to speak when Naruto's voice erupted from behind her for a second time.

"Never turn your back towards the enemy," The real Naruto revealed himself as he ran from behind Glynda, holding a stick of beef jerky. Naruto smirked, as he rapidly closed the distance, "THOUSAND YEARS OF DEATH!"Glynda's eyes widened as she couldn't prepare a defense for whatever attack this orange-loving ninja had planned.

* * *

"Breaking news! This is Lisa Lavender reporting in!" said the news station. "It appears that renown Huntress Glynda Goodwitch, who has been teaching at Beacon Academy for the last five years has been placed in an insane asylum after a meltdown today, which resulted with the murder of one 'Naruto Uzumaki'. Details are currently unknown, as all witnesses present have been too afraid to speak out. Headmaster Ozpin, however, did have some words to share early today. Here's what he had to say."

"Ah, Ms. Goodwitch has always had her student's best interest in mind," said Ozpin, sipping from his mug. "Unfortunately, even us Huntsman and Huntresses can only take so much stress before reaching a snapping point. I'm afraid that what happened today was a tragedy. This isolated incident does not reflect the stability of the rest of our Professors, and we hope Ms. Goodwitch the best on the road to recovery. That is all."

"Has Beacon's professors gone mad? What was the cause for this bizarre and sudden tragedy?" asked Lisa, as the station transitioned back to her. "More as this story develops. Now the weather with Ollie Olive. Ollie?"

"IT GONE RAIN!"

* * *

 **A/N**

 **Well, as most of you have noticed, it's been a while. I won't bore you with the reasons, but as I wrote on my profile, my schedule has been pretty packed, so as much as I want to just get this story out, there are things that take priority. That being said, I will continue to update, but don't expect once a week, as I tried to so so with this story for the first three months of it's inception. Thanks for the support, and let me know what you thought about this last update! I enjoy hearing back from you, my audience.**

 **~LVR6**


	18. Doubt

Chapter 18: Doubt

* * *

Naruto and his team sat unusually quiet in Oobleck's class, as he continued his lecture on one of the many battles of the Great War. It wasn't that Naruto wasn't interested, in fact, he found Oobleck's class to be his favorite. No, he was still fixated on the events of the night before. Somebody was murdered in cold blood, simply because he had slightly different genetics than a human. It didn't sit well with him, but he made sure to reel in his anger, lest the Kyuubi use his anger against him. Despite their new arrangement, he couldn't be fully confident that the fox wouldn't go back on his word.

As the class came to an end, Naruto stood up tiredly, and was about to meet with his team, when the Faunus in hiding he sat next to grabbed his shoulder.

"Hey, Blake," greeted Naruto, a bit surprised at her actions. "What's up?"

"Nothing new," she replied, in a low whisper. "It's just you seemed really out of it. Everything ok?"

"Yea, I'm fine," he replied automatically, "just a lot on my mind."

"I can relate to that, a bit too well." She looked over to her team, who had already begun walking out the classroom. "Listen, if you ever need to talk, I'll hear you out. You helped me with my, um, personal issues, so it would only be fair if I returned the favor. Although I can't promise the same helpful advice you gave me…"

"I really appreciate that," he said, a genuine smile forming on his face. "Actually, I might want to ask you some questions later, if you're free. I need to ask Marie something first."

"Of course, just call me," she replied, returning the smile. She brought up her scroll and waved it over Naruto's to exchange information. "I got to catch up with my team. I'll see you later." Naruto just nodded, fascinated with the technology he held in his hand. He walked down the stairs of the auditorium, and met up with his partner, seeing that Kohl and Mindy had went ahead to get lunch.

"So, you and Kitty-Cat… when did that become a thing?" she asked in a teasing manner.

"She was just worried about me," he replied, brushing it off. "Hey, is it ok if I ask you some questions about Faunus and stuff?"

"Yea, sure," she shrugged. "Why don't you ask Kohl though? He's actually a Faunus, so he'd probably know more."

"I will, but I don't Mindy to be around," he replied. "After what she saw, I don't want to bring up the subject."

"Ah, I see," she nodded in agreement. "Alright, what did you want to know?"

"Well, Kohl said that hate crimes against Faunus happen all the time in Atlas… how often did it happen in Mistral?"

"That's kind of complicated," she replied, giving it some thought. "Mistral isn't as bad as Atlas, but it's not exactly as _accepting_ as Vale is. The thing is… there isn't really a middle ground over there."

"What do you mean?" asked Naruto.

"Well, for one, if you're born there, you're either upper-class, like Pyrrha, or dirt poor, like me. She grew up around the good parts of the Kingdom, and Faunus don't really make it big over there, unless they're dealing with less than savory people. The not-so-nice parts of Mistral aren't exactly rampant with racism, but it does happen. The only problem is that nobody really enforces the law, so people just take the law into their own hands."

"So what's it like?" Marie shifted uncomfortably, but continued.

"It's not safe," she decided, after a short pause. "If you crossed the wrong person, you'd wake up dead. If you made friends with the wrong person, you'd have a target painted on your back for the rest of your life. Some people think the best way to go is to be alone, but that comes with its own share of issues. A lot of gangs will mug people who are alone, and while they're at it, just off them then and there, you know, so there aren't any witnesses. Less of a chance they'd come back for revenge."

"Where does discrimination come in?"

"It really just started as an excuse people used," she sighed. "Supposedly, a Faunus picked a fight with a human, over something petty. The human didn't take kindly to that, so he spread rumors about not just the Faunus who mugged him, but all of them. Over time, it happened again and again, until it sort of became 'common knowledge' that Faunus were a bunch of thieves. If something went missing, everybody pointed fingers at the Faunus…" Marie rubbed her nose, and sniffed. "If somebody was killed, more often than not, there wouldn't even be an investigation…"

"That's terrible," he said. He was starting to see that the situation was a lot worse than he thought. "But you said that was in the less than nice parts... why would somebody kill somebody like Tukson?"

"Around here, I've gotten the impression that people are becoming paranoid because of the White Fang's activity. They might have thought Tukson was a member." Naruto hummed in acknowledgement, but it still didn't sit well with him. "You're not going to play detective, are you? This might be too big for even you, Naruto. I don't want you getting hurt."

"I can't just let a murder walk free," argued Naruto, but he stopped his rant when he saw the look in Marie's eyes.

"Naruto, people can be more dangerous than we expect. Asking the wrong people the wrong questions can get some people after you." She cleared her throat, as her voice had trembled a little. "Please, promise me you won't look into this. I can't stand the thought of losing you."

"I…I can't," replied Naruto. "If I do nothing, what good am I as a Huntsman? We might be training to fight Grimm, but if there is a person, or group going around killing Faunus, I can't sit around doing nothing. I can't trust the police in Vale! They couldn't even figure out it was Torchwick behind the robberies!" Marie looked away, and took a deep breath.

"I didn't think I'd be able to convince you," she admitted, laughing humorlessly. "But if you're going to do this, we're doing this together. I don't want to get Mindy involved either, so it'll just be the two of us."

"Actually, I was going to ask Blake if she could help," replied Naruto. "It's kind of what we were talking about after class."

"Alright, but how would Blake be any help?" asked Marie.

"That's for her to tell," replied Naruto.

* * *

Cafeteria

* * *

"What do you think is taking those two so long?" asked Kohl, fiddling with his spoon. He usually waited for his teammates to arrive before he started eating, but the two had yet to arrive.

"I don't know," shrugged Midnight, playing with her Aura. She had improved leaps and bounds since her first day at Beacon, but still restricted it to protection exclusively. Kohl then got a message.

"Looks like they're not eating," he informed, after reading it. He nearly told Midnight why, but knowing that they were heading to the city might cause her to reimagine the events from last night; although Kohl was surprised with how well she was taking it. 'Maybe she repressed it…' he thought.

"That's unfortunate," Midnight replied monotonously. She turned to Kohl, and gave him a strange stare. "Hey Kohl?"

"Yea?"

"What's your Semblance?" she asked suddenly. Kohl was taken aback at the sudden question, but Midnight didn't seem to notice. Instead she just continued to talk. "I've read some books that somebody's Aura will awaken if one of three conditions are met. The first is a stressful event, the second is through training, and the last is if somebody unlocks it for you…" She waved her fingers in a 'come-hither' motion, as yellow Aura formed. "But I couldn't find anything on Semblances. When does that awaken?"

"I have no idea," he admitted. "I guess, it just does."

"That's no fun," she pouted. Kohl noticed her eyes were bluer than usual. Now that he was paying attention, she was not acting like her usual self at all.

"Hey, Mindy… are you ok?" he asked hesitantly.

"Of course," she replied, smiling at him sweetly. "Why wouldn't I be?"

"No reason," he answered, dropping the subject. "Hey do you remember what you told me at the edge of the Emerald Forest last weekend?"

"Hmm, nope," she chirped. "Was it important?"

"Well, I think," he said slowly. "I wasn't sure how to address it then, but I guess it doesn't matter at this point."

"I guess not," she agreed. She grabbed a pea from her tray, and began to roll it between her index finger and thumb. After a few seconds, she crushed it, making a childish 'Boop', as she did. Kohl decided to keep an eye on her for the rest of the day.

* * *

Café Near Beacon

* * *

"Why are we meeting at a café?" asked Marie, sipping her hot chocolate. Naruto held his tea in his hand, and shrugged.

"I don't know, Blake strikes me as a café kind of girl," he replied, leaning back in his chair slightly.

"I bet she drinks coffee," wagered Marie. "Fifty Lien."

"You're on!" replied Naruto. "My guess is tea."

"Pssht, who the hell drinks tea?" asked Marie.

"Obviously you've never had a decent cup," he replied, as he tried to drink his, only to burn his mouth. The sudden pain caused him to fall backwards in his chair, causing him to spill his tea. "Ah, gravity! When won't you let me down?"

"Haha, you're such a dork," laughed Marie. Naruto just stood up, dusted himself off and sat back in his chair. A moment later, Blake arrived, taking a seat across from them.

"Hey Naruto, Marie," greeted Blake. "So what did you want to talk about?"

"Well, first, why don't you order something?" asked Marie, sliding her a menu. Blake shrugged, and ordered a green tea as the waitress passed. "Damn it…"

"What?" asked Blake, confused at the Marie's quiet outburst.

"You just won me a bet," smirked Naruto, taking the Lien cards from his partner. His expression changed drastically the next second, shifting into one of seriousness. "Anyway, let's get straight to the point… So, um, Blake. I don't know if you heard but that bookshop owner you referred Midnight to… he's been murdered." Blake's eyes widened in shock, and felt a spark of anger rise. "Marie wanted me to stay out of it, but I couldn't, so she's helping me."

"So, you're asking me for my help… because…?" trailed off Blake. Naruto made to scratch his nose, but with a subtle gesture, pointed to his eyes. Blake understood, his meaning, and gave a questioning look towards Marie, to which Naruto shook his head.

"What's with the secret conversation?" asked Marie, seeing their exchange of stares.

"What conversation?" asked Naruto dumbly. Blake rolled her eyes, and took a deep breath.

"Marie, Naruto found out one of my secrets a few weeks ago," explained Blake. "It's a bit of a sensitive topic, but I trust Naruto, and if he trusts you, then I will too."

"What's going on?" asked Marie, confused. "Are you two in a cult or something?"

"It's not a cult!" the two defended, for different reasons.

"That sounded kind of cultish," replied Marie.

"Marie, just let Blake talk," sighed Naruto. Marie nodded, seeing that her goofy partner was acting serious once more.

"Well, Marie, I'm not sure if you're aware, but I'm a Faunus," began Blake. She looked at the girl or a reaction, but she gave none. "Did you already know?"

"Well, I had suspicions," she admitted. "It doesn't bother me though. My best friend was a Faunus, and so is Kohl."

"Right," conceded Blake, as she took a sip of tea to hide a small smile. Now, came the hard part. "Alright, well, what Naruto found out was my _former_ affiliation with the, um, White Fang." This time, Marie did react. At first she seemed utterly surprised, but it soon shifted into a mixture of emotions. "I'm not a part of them anymore," she assured, before quietly adding. "I figured Kohl would have told you after the docks incident…"

"No, he didn't," replied Naruto, grabbing Marie's hand, giving it a reassuring squeeze. "You see, Marie has some history with the White Fang too, and Kohl didn't think it was the best time to bring it up." Blake was further conflicted with how she felt. If Marie had business with the White Fang, she had almost no doubt in her mind that somebody she cared about was hurt because of them.

"It's fine," sighed Marie, once she found her voice.

"I'm sorry, but what does all of this have to do what you want to know Naruto?" asked Blake.

"Well, since you were a member, I was wondering if you might know who would target Tukson," began Naruto. "He was just a bookstore owner, wasn't he?"

"Not always," sighed Blake. "Tukson wanted out when the first leader stepped down… but with how much the White Fang has changed, they probably targeted him themselves."

"The White Fang would take out one of their own?" Naruto asked angrily. Marie stopped him from standing.

"Naruto… there is a lot about them you don't know…" she whispered.

"Marie… how much do you know?" asked Blake.

"I just know that my best friend went to a recruitment rally, and she never came back…" she replied bitterly. Blake suddenly understood. Marie didn't hate the organization, no, she hated that her friend had likely died for its cause.

"I'm sorry," whispered Blake. "The White Fang was never meant to become what it is now…"

"I know," Marie sighed, giving he a small smile. Marie turned back to Naruto, and gave him a questioning look. "So, now that you know who did it, what are you going to do?"

"I don't know," he admitted. He had thought there was a single person who committed this crime, but after hearing how complicated it really was, he felt overwhelmed. Through all his years, Naruto had always just fought, trained and follow orders. He didn't know how to take down an organization. "What can we do?"

"Not much," replied Blake, knowing full well how many resources the White Fang had at their disposal. "If we put together all we know, we still have an incomplete picture of what they're planning."

"We know Torchwick is working with them," added Marie.

"That's what I don't understand," Blake replied frustrated. "They never needed so much Dust before, and to rob train carts, _and_ work with a human?"

"Blake, if you don't mind me asking, how long ago did you leave?" asked Marie. Blake shifted uncomfortably.

"It's only been about eight months," she admitted. "I left in the middle of a heist…"

"Is there anybody we can ask about this sort of thing?" asked Naruto. "I mean, Kohl said he was a decent hacker, so maybe he can dig up some files on them?"

"I can ask my team," offered Blake. "We've been on much better terms as of late, so I think they'd be willing to help."

"Anybody else?" asked Marie, vaguely wondering if eight people was enough. Naruto gave Blake a look, to which she shook her head. It seemed to have gone unnoticed by Marie. "Well, what about team JNPR? They're our friends, right?"

"I don't think we should involve them," replied Blake. "It's not that I don't trust them, but if _three_ teams are trying to sneak around, it becomes too obvious."

"We're not involving Mindy," informed Naruto, "and I think we can convince Kohl to work from Beacon."

"Sounds like the beginning of a plan!" Marie cheered, cracking her knuckles. "Alright, Kitty-Cat, you and me are working together. Let's do this!"

"But… _I'm_ your partner," reminded Naruto. "Wait, does that mean we're swapping partners? Does that mean I get Yang?"

"I guess so," replied Blake with a shrug. Naruto just fist pumped and cheered. The three then left some Lien on the table, and headed back to Beacon.

* * *

City of Vale

* * *

"So, this is Vale!" a familiar android girl said happily, as she showed her team around. "I've only been here once, but I made a friend! Her name is-"

"Ruby Rose," finished Ceil. "Do you really think we should be walking around like this? We have places to be."

"I don't see the harm in it," shrugged Cobalt, not making eye contact with the former leader of team CCPR. Ceil gave him a short glare, but bit her tongue. Cobalt sensed it, and sighed. "Listen, Ceil… if you want, you and Robin can go do… whatever it is you do."

"Gee thanks, _partner,_ " drawled out Robin. "I can feel the love."

"I didn't mean it like that," replied Cobalt, only to see Robin laugh.

"Wow, you are really tense, aren't you?" she asked with a chuckle. "Don't worry about it. Ceil owes me a new top anyway."

"What? I do not!" denied the blue clad girl. Robin just gave her a deadpan look.

"Ceil, you tore my favorite shirt during a spar. The least you could've done is apologize, but now you're buying me a new one." Ceil looked at her wrist watch, to which Robin rolled her eyes. "We have plenty of time, come on." Robin grabbed her wrist and began to drag her away, shooting a wink to Cobalt.

"So…" began Cobalt, turning to Penny. "Um, you made a friend named Ruby?"

"Oh, yes!" replied the peppy girl. "But General Ironwood doesn't want me to talk to her anymore…"

"Is that so…" wondered Cobalt. He'd normally find that a direct order was something that had to be carried out, but the way that Penny's usual happy demeanor dropped made something in him ache. Something he didn't know he had. "Well, um… what if he, uh, doesn't find out?"

"Cobalt, are you ok?" asked Penny, getting very close to his face. "You seem sick."

"I'm fine," he replied evenly, as he began to scan his body for any irregularities. It turns out, Ironwood hadn't told Penny about Cobalt's shared condition, as the girl was a bit on the naïve side. "What else did you see on your last visit?"

"Oh, there was plenty," she continued happily. Cobalt listened intently, internally concerned when his readings showed nothing wrong with him.

* * *

Beacon: Dorm Rooms

* * *

Naruto and Marie stood awkwardly in team RWBY's dorm room. Blake had invited them to come ask her team, when the monkey Faunus from the docks revealed his presence as he hung from a tree outside. What came next was some arguing and bickering (mostly from Weiss towards Sun) that resulted in the two MNKM members to feel really out of place. When a blue-haired associate of Sun jumped in through the window, Marie had enough.

"Does this kind of stuff happen to you guys all the time?" she asked exasperated. The young leader nodded, her innocent smile never leaving her face.

"Yea, we learned to just go with the flow," added Yang, as she gave Weiss a look. "Although _some_ of us keep resisting."

"Why are you looking at me?" asked the resident Ice Queen.

"You _were_ the only one against the idea about the bunk beds…" muttered the red hooded girl.

"What?" asked Weiss.

"Nothing!" squeaked out Ruby.

"Now we rethink how we're splitting up," pointed out Blake. Naruto felt his scroll go off, and handed it to Marie.

"It's Kohl," she told him. "He said Mindy is going to the library…" She looked up to Naruto, a questioning look.

"I guess we can bring him along now," he shrugged. Midnight was probably going to look into that author again, which worked out for Naruto's little investigation. Marie typed away on Naruto's scroll, and handed it back to him.

"He should be here in a minute," she told the rest of the students.

"Isn't it getting a little cramped in here?" asked Sun. Before anybody could respond to his question, the door opened, and Kohl came in, although his mind seemed to be elsewhere.

"Alright, we're all here," Marie declared. "So, how's this going down?"

"Well, first we have to find information," pointed out Blake.

"Ooh, Weiss and I can go to the CCT in Vale," offered Ruby.

"I can ask my friend from the shady side of town," added Yang, to which Naruto began to walk over, but was stopped by Marie. He frowned, but didn't argue.

"The White Fang tend to have regular recruitment rallies," Blake informed, shooting an apologetic glance to Marie. The MNKM's leader just smiled sadly at her, and acknowledged her. "I could take Sun and Kohl, and hopefully find some things out."

"I'd rather not go," Kohl spoke up, giving his two fellow Faunus a solemn stare.

"You can come with us," offered Ruby. "The CCT is so cool!" Kohl smiled at the young girl trying to make him feel better, and nodded.

"I can sneak into a White Fang group easily," bragged Naruto. "Oobleck said my blood was somewhere between human and Faunus."

"Naruto!" scolded Marie, before whispering harshly. "Do they know? I thought only the professors and us knew about… _that_."

"It's bound to come up eventually," he whispered back. He looked at the room of people who were giving them strange looks. He turned back to Marie. "Alright, fine, I'll keep it on the down-low, but I really want to flex my ninja muscles! It's been so long!"

"What are you two whispering over there?" asked Weiss. "We're all in this together, so the least you can do is share."

"She has a point," agreed Naruto. Marie just sighed in defeat,

"Fine," she agreed. "I'll trust you this time, Naruto. Just be careful."

"It's a promise of a lifetime," he grinned. He turned back to team RWBY and scratched his head. "Alright, so I'll join Blake and Sun."

"So, I guess I'll go with Yang," Marie shrugged. She hadn't really interacted with the blonde bruiser much, and when she did, she was bitter about what she did to Naruto. Marie figured that if Naruto liked Yang so much, she couldn't be so bad.

"What about Neptune?" asked Sun. "He can't exactly sneak into a Faunus rally."

"And I'm not that great with the whole 'research' stuff," admitted the blue-haired teen.

"I guess you're coming with us," grinned Yang.

"He could come with us," offered Weiss, "And Ruby can go with Yang, since they're sisters..." Ruby turned to Naruto, who turned to Yang, who turned to Blake, who turned to Sun, who turned to Kohl, who turned to Marie, who turned to Neptune, who tried to turn to somebody else, but ended up looking out the window.

"Nah," laughed Ruby, as she dragged the Ice Queen, Kohl following behind.

"Ok, Sun, Naruto, let's go," said Blake, leading the way out. The two blond teens followed the Cat Faunus, as they began to talk idly to each other.

"So… shady part of town?" asked Marie. "Where is that exactly?"

"Just some club," shrugged Yang, but the team leader began to get flashbacks. Luckily, Midnight was preoccupied in the library this time.

"You… you don't drink, do you?" she asked the blonde.

"Are you offering?" Yang half-joked. "We won't have time to, come on. You too Neptune."

"No need to tell me twice, ladies," Neptune replied smoothly. The final group left the dorm, Marie idly wondering if they should have waited until that weekend to investigate. She brought up her scroll, and typed a quick message to Midnight.

* * *

" _It seems that your friends are going on an adventure without you,"_ remarked Skylar.

"What makes you think that?" asked Midnight, as she tried to write some notes for her homework. The message how only informed her that they were going to arrive late.

" _It's obvious, honey. That Faunus boy left the second you gave him an opening, and the other two have been suspiciously absent since your last class. To top it all off, they've been avoiding you."_

"That's not true," she denied, furrowing her brows. "They wouldn't do that…"

" _They might want you to believe that…"_ Skylar replied offhandedly. " _If you don't believe me, then let's do some investigating on our own, shall we?"_

"Why would we do that?"

" _You have nothing to lose. If they truly aren't scheming something, you'll confirm your trust in them. If they are involving themselves in something, you won't find out later when it's too late."_

"Too late for what?" asked Midnight, red flags going up in her head. Did she have some time limit she was unaware of? Suddenly, Midnight became very aware that she didn't remember arriving to the library, or even leaving her dorm this morning. "M-mom?"

" _Yes, sweetie?"_

"Why don't I remember anything from this morning?"

" _You don't?"_

"I know you know," she urged, trying to sound firm. "What happened this morning?"

" _It was just a normal day, Mindy… Did you zone out? I understand that professor of yours can be awfully boring. After hearing that lecture, if your father didn't kill me, , I would have killed myself."_

"…" Midnight remained silent, the morbid joke not sitting well with her.

* * *

Beacon: Headmaster's Office

* * *

Ozpin stared at the video Qrow had sent him. Although Qrow initially wanted to wait until after the tournament to search for the Winter Maiden, Ozpin convinced him to leave prior, in hopes of finding her and bringing her safely to Beacon. What neither of them expected was for the southern islands to be full of hostile Faunus who threw their primitive weapons at Qrow and the air ship. While they wouldn't do much damage to the Bullhead, it was a clear indication that they weren't welcomed there.

"Oz, I've been here for days, and they keep repelling us away. The files said Sapphire was human, so if she was ever on this chain of isles, she would have been rejected just like us."

"I know," sighed the Headmaster. "Retreat for now…"

"Retreat?" repeated Qrow. "Even if we do, there is no way we'll land this Bullhead on that island."

"I'm aware, Qrow. It's time we used more, _subtle_ tactics." Qrow smirked, understanding Ozpin completely.

"You got it Oz," the drunk Huntsman replied, heading back to the mainland. "I'll have the intel by sunrise. If not, I was compromised, and anything I send will be the enemy."

"Understood," Ozpin said with a nod. He killed the connection, and ran a hand through his hair. He thought he had more time to wait, but it seems that was luxury he couldn't afford anymore. As if his day couldn't get any more stressful, the elevator doors opened.

"Hello, Ozpin," greeted General Ironwood.

"General," Ozpin replied. "You're a few weeks early."

"I know, but I have some things we need to discuss that couldn't wait."

"And what would that be?" General Ironwood smiled, as he pulled out his scroll.

"We've made a breakthrough," he announced proudly. "Our best minds have created a chamber that is lined with Dust, and runs on a similar circuit system as Ms. Polendina. The result is a container that can hold Mr. Uzumaki's chakra much like his own body. Our prototype has held it for months with no visible signs of wear."

"That sounds like great news," began Ozpin, "but something tells me that I'm not going to like what I hear next."

"As sharp as ever, Ozpin," sighed Ironwood. "It has to do with Cobalt. His energy readings have been consistent since his, er, creation, yet, these last two weeks Naruto's Chakra has been fluctuating. While it's not damaging his body, we are unsure if it will have any effects. I want to discuss this with Naruto, to see if he has any idea as to what could be causing it, and what it may mean."

"I see…" mused Ozpin. "Unfortunately, Naruto has left campus a little while ago. Chances are he won't arrive until later tonight, if not tomorrow. That boy sure loves his ramen…"

"Are you serious?" asked the General in disbelief. "You allow him a later curfew to satisfy his craving for noodles?"

"I didn't permit it at first," admitted Ozpin, "but with how easily he has gotten past our security cameras, we figured we'd just let him have free reign. After, Naruto is a special case." Ironwood shook his head, but conceded. Who was he to tell Ozpin how to run his school?

"Indeed," he agreed with the Headmaster of Beacon. "Well, I'll come back tomorrow morning then." Ozpin nodded, as the General left. Ozpin sighed, as he put down his mug, and got off his chair. He took a deep breath, and walked over to the elevator, and took a visit to the vault.

* * *

Aboard a Bullhead

* * *

"So what exactly is going on?" asked Kohl, just now realizing he had not gotten a debriefing before following Ruby and Weiss.

"We're investigating," chirped Ruby.

"Your two teammates came up with this idea along with Blake," replied Weiss. "Didn't they tell you?"

"No, we've been… well, just quiet all day," he responded. "What are we investigating?"

"We're trying to see if there are any leads between the Dust shop robberies, the White Fang and Torchwick," replied Ruby.

"Even though we already know Torchwick is working with them, Blake thinks they're up to something bigger than stealing Dust, like when they hijacked a Schnee Dust Company train car," added Weiss.

"What was on those cars, anyway?" asked Kohl, getting the gist of what they were doing.

"I'm not sure, my father doesn't exactly let me know _why_ he's angry… he just takes it out on us," Weiss replied, saying the last part under her breath. Kohl heard, despite her low tone, but didn't acknowledge it, as he was unsure if she was keeping it from him, or Ruby.

"Why are we going to the CCT?" asked Kohl. "I mean, we could make that call from anywhere, can't we?"

"Ruby likes the tower," Weiss replied, rolling her eyes at her young leader.

"It's so cool!" Ruby told him. "Have you ever been?"

"No, I can't say I have," he replied. The three got off the airship, arriving in the City of Vale. It wasn't as busy as they had expected, but they weren't going to complain. The three got off, and Kohl vaguely noticed a somewhat familiar teen with grayish blue hair.

"What's wrong Kohl?" asked Ruby, noticing his eyes narrow. She followed his gaze, and saw the teen's companion. "Penny?" Ruby immediately wanted to follow her. "I'll catch up with you two later, I have to go talk to Penny."

"Wait!" called Weiss, but her red hooded leader was gone. "Ugh, she has such a short attention span. Can you believe her?"

"Actually, I kind of wanted to talk to that cop kid Naruto beat up," admitted Kohl.

"You're teammate beat up a cop?!" asked Weiss incredulously.

"Yea, apparently it was a big misunderstanding," shrugged Kohl. "And Ruby beat me to the punch. So, CCT?"

"Are you really expecting me to just let that comment slide?" asked Weiss. "How is beating up law enforcement a 'misunderstanding?'" Kohl sighed, before he began to explain the situation to Weiss as they walked to the CCT.

* * *

 **A/N**

 **And we are finally progressing into the deviations. If some of you didn't catch it, the investigation is taking place few days earlier. Along with the time frame and added members to the party, there will be further deviations from here on out. Remember to review, and have a good week.**

 **~LVR6**


	19. Night on the Town

Chapter Nineteen: Night on the Town

* * *

"So, that pretty much explains why Naruto kicked the daylights out of that cop," finished Kohl.

"You didn't explain anything!" Weiss replied, as the two got in the elevator. "You just said, 'it was a misunderstanding', and then stared at me for five minutes!"

"Well, it's kind of classified," he shrugged. "The General himself told us not to discuss it with anybody... I probably shouldn't have even told you that, to be honest…"

"Whatever," she conceded. The elevator stopped at the communications floor. "Well, we're here," she said uneasily.

"You alright?" asked the Faunus boy, as he noticed her change in demeanor.

"Yea, everything's fine," she tried to brush off, but Kohl looked at her expectantly. Normally she'd ignore it, and move on, but it had been bothering her for a long time now. "It's just… my father and I aren't on speaking terms right now."

"I know that feeling, I haven't spoken to mine in years," he tried to joke, although Weiss just flinched. He cringed at his dark joke, and muttered an apology. "That was in bad taste, sorry... but, what's wrong? You seem… off."

"Just wait here," she ordered, although she was obviously distracted. "I'll get the files I need, then we can meet up with Yang. I need to do this alone."

"Alright, alright," he replied, leaning next to the elevators. "I'll be here." Weiss nodded, and walked over to the terminal, and Kohl took his scroll out. He figured he'd kill some time one way or another, so he decided to check on a friend.

* * *

Downtown Vale

* * *

Yang, Neptune, and Marie screeched to a halt, the three riding Bumblebee. As they got off, Marie had a dust of pink on face, as she was put in between Yang and Neptune…which was a tight squeeze.

"So, we're here," announced Yang, as she took her helmet off. "You two ready?"

"Sure thing," replied Neptune, fixing his hair. He looked over to Marie, who was trying to fix her own hair, to no avail. Her usually messy hair was blown up, making it look like she was electrocuted. "Having trouble there?"

"I got this," she grunted, as she kept forcing it down, only for her hair to pop back up. She muttered under her breath, cursing her stubborn hair.

"Here, use some of this," he offered, handing her a small bottle. His teeth twinkled as he smiled, making Marie feel like he was a spokesperson of some sort. "It's my personal hair gel."

"I'm fine," she insisted, deciding she didn't want to know why he carried around hair gel wherever he went. Yang walked over, and looked at the brand.

"Hey, I use their conditioner," she remarked. "Is their gel any good?"

"The best," he replied. "I've tried Pine's hair glue and Bedhead's solution, but Dookie's Poo brand is by far the best."

"What the hell kind of name is that?" asked Marie. "Dookie's?"

"It's supposed to be funny," chuckled Yang. "I mean, when the last time you heard somebody smearing Dookie's all over their head?"

"It definitely got my attention," admitted Neptune. "When I tried it, I couldn't go back to anything else."

"Yea, I don't use anything else either," agreed Yang.

"So you're both saying you rub Dookie on your heads?" asked Marie, unable to hide a small smile. The two nodded. After a short pause, she shook her head, and admitted defeat. "Alright, gimme some." Neptune handed her the bottle, and she quickly fixed her hair. She was pleasantly surprised that it smelled nothing like its namesake.

"Alright, so you two follow my lead," ordered Yang. "Things might get a little _hairy._ "

"That was terrible..." groaned Marie.

"I thought this dude was a friend of yours," mentioned Neptune as he saw two men in suits flee at the sight of Yang.

"Yea, well, there was a little bit of an misunderstanding last time I was here," she laughed, as she walked up to the doors. She tried to push them open, but she felt resistance.

"Are they closed?" asked Marie. Yang didn't answer, and began to tackle the door.

"Just… gimme a… second!" grunted Yang as she punched the doors down. "See? Open. Come on." The two followed her a bit taken aback at her straightforward tactics. As they came up to the opening, dozens of guns were pointed at them. "Hello!" she sang unafraid.

"What kind of friend is this?" asked Marie. She recognized the club a bit more now that she was inside, and her eyes widened when she heard a familiar voice.

"Guys, put down the weapons!" ordered the bartender. Junior shoved his way to the front, and sighed when he saw Yang. "Blondie, what are you doing here?"

"It's you again!" Marie accused, drawing her sword.

"Oh shit," he cursed, as he saw Marie try to stab him. She lunged forward, as Junior quickly ducked behind one of his men. To his surprise, Yang had grabbed Marieby the collar of her shirt, and held her in place with a single hand.

"You two know each other?" asked Yang confused. "Huh, small world."

"What a pair of women," Neptune sighed in content. He looked over to the twins, and he composed himself. "Ladies," he said slyly. The two just scoffed and walked away.

"What do you two want?" asked Junior. Yang took charge, and had Neptune and Marie distract themselves as she went to talk to Junior.

"I'll kill him the second I get the chance," muttered Marie.

"What happened between you two?" asked Neptune taking a seat across the girl.

"The bastard tried to kill me and Mindy for one," she answered. "Not to mentioned the stupid people who go to this club got Mindy drunk! I mean she's so innocent, who would even try to do that?!"

"Who's Mindy?" asked Neptune, a bit lost.

"She's my teammate," she sighed, trying to calm down. Thinking back to her, she began to regret not including her in the investigation.

"Where is she?"

"Back at Beacon," she replied, unhappy with herself. She began to realize that she was doing a poor job as a team leader by excluding one of her teammates. "I should head back… I don't want her getting worried."

"That's pretty cool of you," praised Neptune. "I don't know a lot of girls who look out for each other like that."

"What kind of girls _do_ you know?" asked Marie, holding back a laugh.

"Oh, you know," he replied. "The usual. Sun isn't the only one who has fan girls."

"You know only know… _fan girls?_ "

"Hey, don't judge me," he defended. "It's hard being cool."

"Oh I'm sure," she said rolling her eyes. "The struggle of popularity… well, I guess I wouldn't know anything about that."

"What do you mean?" asked Neptune. "If you went to Haven, you'd fit right in."

"You think so?"

"I know so. Besides, with the new hair style, you'd be turning heads."

"New hair style?" she asked. She took out her scroll and looked at the front facing camera. "The fuck?" Her usual mane of hair was now a spiky mess.

"I think it suits you," offered Neptune. "Not a lot of girls can pull off that style."

"Aren't you just full of compliments today?" she asked.

"It sort of just comes out," he shrugged.

"Well, just let Yang know that I'm headed back. I don't think I can focus on this investigation while Mindy's alone."

"Can do," nodded Neptune. Marie walked out of the club, and realized she'd have a long walk ahead of her.

* * *

City of Vale: Near CCT

* * *

"Penny!" shouted Ruby, as she ran after the quirky girl and some strange boy. The two stopped, and looked over to the red clad girl, and then back to each other. Penny seemed alarmed, and her friend seemed confused. "What happened to you?!"

"I'm sorry," the girl responded forcefully. "I think you're confusing me for someone else… *hic*"

"Is this Ruby?" asked Cobalt, seeing the strange way Penny was reacting. The girl nodded slightly. "Ruby Rose… I'm Cobalt, Penny's teammate. It's a pleasure to meet you."

"Cobalt! I'm not allowed to talk to her!" Penny reminded, as she tried to look away from Ruby, fearing that she might have hurt her feelings.

"It'll be fine," he assured her. Ruby just looked on confused. "Sorry about that, we, um, don't go out much."

"I could have figured that out," Ruby replied noncommittally, until she realized she said it out loud. "I mean, hi!"

"Penny has told me a lot about you," he continued to the red-hooded girl. Ruby smiled politely, but remembered why she had approached them.

"So, what happened that night?" asked Ruby. "After the White Fang and Torchwick escaped, you were nowhere to be found! Are you ok?"

"I'm fine," assured Penny. "It's just I was asked not to talk to you anymore… or anybody really. But Cobalt says it's alright, so I guess we can talk."

"Would you prefer if I left?" asked Cobalt, seeing Ruby's uneasy demeanor.

"Oh, no, it's alright," she tried to assure. "It's just, you look kind of familiar…"

"I was at the docks too," he admitted. He scratched the back of his head and gave a sheepish smile. For some reason, Ruby thought about Naruto at that moment. "I wasn't exactly involved with Ms. Polendina's actions, I was there for another reason."

"Oh, that's cool too," Ruby laughed nervously. "So, um, you two are ok? That night was crazy..."

"Oh yes!" Penny said happily. Cobalt smiled fondly at the girl, and agreed. "We're just waiting for the tournament."

"Where's the rest of your team?"

"They're elsewhere," replied Cobalt. "I had them… take some time off. Penny and I were just exploring Vale. If you don't mind, maybe you could show us around? We'd get hopelessly lost otherwise."

"Of course!" agreed Ruby. "Are either of you hungry? I know this bakery with the best cookies!"

"That sounds splendid!" Penny agreed. "Come on Cobalt!" Penny and Ruby led the way, as Cobalt began to wonder what was going on with him. He was directly disobeying General Ironwood's orders, but couldn't find it in his systems to care. Looking back to the two girls, he smiled at them.

'I should not be enabling this behavior… but it makes Penny happy…' he thought to himself. Deciding not to dwell on it any longer, he followed the two girls.

* * *

City of Vale: Industrial District

* * *

"How do you know where the White Fang will hold their meetings?" asked Naruto, walking behind the two Faunus.

"I've been with them for years," replied Blake. "Once you know what to look for, it's not really that hard." She saw the three claw marks on the wall, and halted them. "Here, in this building."

"I don't get it," began Sun, holding up the mask Blake had provided them with. "If you believe you're doing the right thing, why hide who you are?"

"There's tons of reasons," answered Naruto. "Where I'm from, if you were renowned enough, they would know better than to attack you, so they'd target those you loved… even if there weren't fighters themselves."

"Where did you grow up?" asked Sun. "I thought Vacuo had a bad rep, but from the sounds of it, you had it worse."

"Regardless, that's not the reason we were masks," sighed Blake, noting mentally to find out more about the whiskered enigma. "Society wanted to paint us as monsters, so we donned the face of monsters."

"That's stupid," scoffed Naruto. "What good would scaring people do? We'll never know equality if we try to gain it through intimidation! Everybody will just use that as another reason to hate us."

"I don't agree with it either," defended Blake. "The new leader… isn't the same peace-loving person who started the White Fang."

"Well, shouldn't we get going?" interrupted Sun, feeling awkward. "I mean, they're starting soon, aren't they?"

"I'll meet you guys there. If things get out of hand, it will be easier if we split up." Naruto cracked his knuckles, and made to run, but Blake stopped him.

"Wait, you said you were coming in with us," she reminded. "How are you going to do that? Every Faunus knows that whiskers aren't a real Faunus trait."

"I have my ways," he grinned, as he poofed in a cloud of smoke.

"Show off," scoffed Sun. Blake rolled her eyes, and led him inside. After wearing the white masks, they made their way through the crowd and saw more than half of the people there were already full-fledged members. Sun's mind, however, was elsewhere. "So, is there anything going on between you and Whiskers?"

"Not now Sun," she hushed.

"Do you mean 'not now' as in, there will be?" he asked. "What about Kohl?"

"What about Kohl?" she asked. "What are you talking about? We're here for the White Fang meeting Sun, stop fooling around."

"I'm not…" he replied dejectedly. He shrugged it off, and the two looked up at the stage. There, stood the White Fang Lieutenant, his chainsaw sword leaning nearby.

"Olmos is here," Blake muttered under her breath. Sun didn't know if that was a bad sign or not, so he remained quiet. After a few minutes, the doors closed behind them, Naruto nowhere to be found. "Where is Naruto?"

"I didn't see him after we came in," he replied. Blake tried to ignore the worry that began to manifest. If a White Fang member found him, they would capture him, suspecting he was a human spy... which honestly wasn't inaccurate at all.

"Brothers and Sisters of the White Fang," Olmos began, getting everybody's attention. "We had planned to have a special guest tonight, but he is running a bit late. Nevertheless, his benefactor has ensured that his promises went on fulfilled. Before I reveal that, I must ask the new members, who is our enemy?"

"HUMANS!" shouted the room full of Faunus. Blake and Sun were surprised with how much hatred dripped from the word.

"That's right!" agreed Olmos, but he was interrupted by a door opening from behind the stage. A lower ranking member of the Fang whispered something in his ear, and Olmos seemed to chuckle. "Well, it seems our special guest has just arrived. Ladies and gentlemen, it's my pleasure to introduce to you, Roman Torchwick!"

"Boo!" the Faunus shouted, to which the smooth criminal seem revel in. One Faunus spoke up.  
"What's a Human doing here?"

"Worry not, ma'am," Olmos replied. "Roman works for one of Adam's closest business associates. He can be trusted." The room full of Faunus seemed uneasy, but the White Fang members knew to trust in their Lieutenant.

"Thank you for the introduction," Torchwick replied with a smirk. Off to the side, Neo stood against the wall, next to another woman who was concealing her identity. "I want to respond to Deery, if that's alright, and let me just start with saying, that humans… we're the worst. I mean, case and point," he smirked, gesturing to himself. "but I'm not your enemy, no. The real enemy is those at the top; those with power. They are the ones who could give you all what you want; equality, rights, and fair treatment... but they refuse to. Why, you may ask? It's simply because they are nothing but a bunch of cowards."

"Why is he here again?" asked Blake. "After what happened at the docks, I would be sure that they wouldn't work with him anymore. Several members of them were captured..."

"Who knows," shrugged Sun. "Maybe he's more resourceful than we give him credit for."

"Hmm," she hummed, annoyed. The red-haired criminal continued his speech.

"These cowards are pests, and luckily, I'm the best exterminator in town. No offense to any rodents in the room." Torchwick looked over to Blake's direction and recognize her, but didn't seemed bothered. Blake immediately began to suspect something was wrong.

"I think it's time to get out of here, Sun." Sun nodded, and the two began to make their way to the back of the room, but as the two turned, they saw Olmos standing there.

"Look's like you're a long way from home Blake," he smirked. Blake looked as if she was going to flee at any second, but it would only bring attention to her.

"What are we going to do?" asked Sun. Blake remained silent, unsure, when suddenly, Olmos went limp, and a red headed Faunus began to drag him away. He had two red fox ears that almost resembled rabbit ears, making the two unsure what species he was.

"Don't worry about me," he smirked. "I got him."

"Who are you?" asked Sun, impressed at how quickly and quietly the teen took down the Lieutenant.

"I suggest you two get out of here," he warned, ignoring Sun. "I have a feeling something is going to happen." As if on cue, two more Faunus, both with red fox tails descended from the ceiling, and landed on Torchwick.

"We can help," Blake urged, as Sun took out his nunchakus.

"I think my boys have it under control," he shrugged, only to hear two distinct poofs of smoke go off where Torchwick was. He looked over, and saw the cloaked woman with a crystal blue sword thrust to where to the two fox Faunus had been. "Or not… Alright Blake, Sun, let's do this."

"How do you know us?" asked Sun, only for the Faunus boy to smirk at him, and his disguised dropped, revealing the blond ninja. "Naruto?"

"In the flesh," he replied, as he removed his weapons from his wrist.

"Why are you disarming yourself?" asked Blake, as she did the opposite, and drew Gambol Shroud.

"I'm not," he replied, "I only use these to blend in. That woman on stage is no joke. My shadow clones didn't even sense her when they were dispelled. I can't afford to hold back on her."

"Wait, you use clones too?" asked Sun. "You both have the same Semblance?"

"Not exactly," replied Naruto. "It's a bit more complicated than that. The point is, we need to get out of here, and fast. I could totally take them, but I don't want to hurt all these people in the process."

"Alright, we'll lead them away," replied Sun. "What about that Torchwick guy?"

"That woman is his bodyguard, and not to mention that other girl is too," Naruto replied, pointing to Neo, who was standing in front of Torchwick protectively. "Blake, call your team."

"Got it," she agreed.

* * *

CCT: Communications Room

* * *

"Are you ready to go?" asked Kohl, as the heiress made her way back. The call had been a bit longer than he anticipated, and Weiss seemed drained.

"Yea," she replied tiredly.

"Did everything go alright? You seem… stressed."

"That's putting it mildly," she groaned. "I would rather not think about it any longer, if you don't mind."

"Of course," he agreed politely. His scroll went off, and he quietly read the message. Weiss noticed his frown as he read it.

"What's wrong?" she asked. Kohl nearly responded with 'nothing' out of instinct, but figured the Ice Queen could use the distraction.

"It's Lily," he shrugged. "We haven't really spoken much these last few weeks."

"Oh, is everything alright with you two?" she asked. Kohl could see her concern was legitimate, which brought a small smile.

"I think so," he replied. "I don't really know much about girls… something Marie has made sure to point out every opportunity she gets..." he laughed to himself.

"What did she say?"

"That I am about as affectionate as a brick," he recalled. "Or that I'm as fun to hug as a cactus."

"No, I meant Lily," she laughed. The image of the Faunus teen in a cactus costume made her giggle.

"Oh, she said something along the lines of being really busy with work. Apparently I caught her in the middle of something."

"What does she do?"

"You know what, I have no idea," he realized. "All I know is that she usually doesn't stay in one spot, but these last few months, she's been pretty anchored to Vale."

"It sounds like you don't know her too well," she pointed out. "Is she like you?"

"A Faunus?" he asked.

"No, I mean, not as, well, emotionally involved," she tried to phrase. "I don't mean you're insensitive, but-"

"I get it," he assured. "I get that a lot. Lily is more… well, I don't know. She's not easy for me to read, but she does smile and laugh a lot. Kind of like Ruby, only Lily tends to be a bit quieter, like Mindy... but she is kind of weird... but in a good way, I think."

"That's a strange combination," she noted. "Does she like you?"

"I would like to think so," he shrugged. "Although she is being a bit more callous as of late…"

"What do you mean?"

"Well, she didn't _just_ say she was busy. She told me it would be better if we stopped talking for a while, although she used some language that is unfit for an heiress such as yourself to hear." Weiss hummed in thought, ignoring his comment. "The thing is, I don't remember doing anything wrong, so I'm just confused now."

"That's a really bad sign…" she muttered under her breath. "Why don't you try to go see her soon? It might be easier to understand what's going on in person."

"You think so?"

"It's all I can think of," she admitted. "I'm not exactly well-versed in dating myself." Kohl nodded, and the two got off the elevator, as Weiss scroll went off. "Hello?"

"We need back up!" Blake said urgently, "We ran into some trouble while at the meeting, and Naruto is holding them off for us. I don't know how much longer he can keep it up though!"

"Oh come on!" shouted Sun in the background. "They have a robot!? Where did they even get that?"

"Hurry!" shouted Blake. Weiss and Kohl looked at each other, and began to track their friends' scroll. Once they got a signal, Weiss created several Glyphs and grabbed Kohl's wrist.

"I'm guessing we're riding your snowflake circles?" asked Kohl in a deadpan. Weiss' response was to fly forward, jumping from one Glyph to another.

* * *

Blake and Sun heard a crashing sound where the warehouse was, and saw an Atlesian Paladin stranding in front of a block of ice, in which Naruto was frozen in.

"How the hell did they manage that?" asked Sun, seeing Naruto unmoving. From the looks of his body, he was flash-frozen; something that ordinary Ice Dust couldn't accomplish. "When did they even do that?!"

"I don't know, but we have to help him," ordered Blake, placing her scroll away as she drew he weapons. Sun followed suit, and the same mute girl stood in front of them.

"It's that weird short girl!" accused Sun, getting Neo to frown. They didn't need to mention her lack of height. Blake blurred forward and tried to hack at the ice block, only for Neo to block it with her parasol. Sun tried to sneak from behind Blake, seeing that the ice-cream girl was occupied, only to be pushed away by a sudden gust of wind. "You guys have super Dust in there, or something?"

"No," the Torchwick said from inside the Paladin. "We just happen to have a really powerful friend." Sun ran toward the mecha-suit, and swung his staff at the ice block, but a wall of ice formed, trapping his weapon. He quickly separated it, so he only had one of his nunchaku.

"You flatter me, Roman," said the young woman.

"Who the hell are you?" asked Sun, getting annoyed at all the sudden curveballs life has been throwing at him.

"It doesn't matter," she shushed, as a huge gust of wind blew away the two Faunus. Roman immediately gave chase, seeing that this was an opportune moment to capitalize on the fact that he outgunned them. Naruto broke out of his icy prison, now in Sage Mode. He was about to follow, but a huge wall of ice appeared, and cut him off. He punched the wall, causing it to crack under the force of his enhanced strength, but the ice was mended as quickly as he damaged it.

"You're going to regret that," he threatened.

"I was only protecting my friend," she answered honestly. She walked a bit closer to Naruto, and suddenly stopped after making eye contact. Curiously, she squinted from underneath her hood. "Are you wearing eye-shadow?" asked the woman. Naruto visibly deflated, but before he could rant, the woman waved her hands to stop him. "I mean you can wear make-up if you're a guy, it's just… Vale is a lot more… liberal than I thought."

"Goddamnit, I'm not wearing make-up," argued Naruto, "I just happened to have perfected my Sage training!"

"Is that what the kids are calling it these days?" she teased, laughing. It seems that her opponent was easy to fluster. Naruto narrowed his eyes at her opponent, knowing full well that he couldn't underestimate her. The ice she created was much stronger than any Dust he had come across, and her mastery over it was nothing to take lightly. He crossed his fingers, and created several shadow clones.

"That's a strange ability…" she said, cocking her head to the side. "You… aren't like the others, are you?" Naruto's eyes widened slightly. He didn't even think about concealing his favorite technique at this time, but he was always careful not to do more than one flashy move. So far, he's only used his clones and disguised himself. "Your power doesn't come from Dust… and that wasn't your Semblance, was it?"

"Who are you?" Naruto asked, as his clones began to spread out, creating a circle around the Winter Maiden.

"I'm just a friend of Roman," she answered simply, as she flicked her wrist towards the clones to her right. A huge wave of frost erupted from her, instantly freezing the clones. With a snap, they all shattered into dust. "I don't want to kill you, sweetheart, please stand down."

"I'm not afraid of you," he growled, as his remaining clones swarmed her. Naruto was about to jump into the fray himself, when a huge wave of cold swept the entire area, coating everything in several inches of snow.

"You should be…" she whispered. She conjured two swords of ice, and ran to the blond, who was surprised at her sudden speed. With how little she's move thus far, he expected her to be a long distance fighter. He ducked under a horizontal slash, and leaped back from a thrust. Her sword play was top notch, something he had to be sure to be careful about. He quickly drew a kunai, and blocked another slash, and tried to swept her legs from under her. To his surprise, he ended up kicking something as solid as steel. Using this opportunity, the Winter Maiden slashed at Naruto's back, earning a relatively deep cut. The ninja jumped back, shocked.

"How did you do that?" he demanded. She had completely bypassed his nature chakra, and cut him, in addition to ignored his augmented strength. He was completely baffled.

"I'm afraid I'm not sure what you're talking about," she replied, lowering one sword. She looked at the other blade she had cut him with, and examined the blood stained on it. "So, you don't use Aura either... now I'm curious to who you are."

"Shut up!" he shouted, as he threw his kunai at her, coating it with wind Chakra. She tried to slap it away, but the knife fly true, grazing her cheek. The kunai also cut her hood off, and the right side of her hair. She seemed vaguely aware of the cut bleeding on her face, and touched it with two fingers.

"Hmm…" she said quietly. Naruto was beginning to get annoyed at how lightly she was taking him, and rushed in.

"Don't patronize me!" he shouted, trying to land a solid hit on her.

"Sapphire," she said suddenly, while evading his punches. "My name is Sapphire. Now that I've told you who I am, who are you?" She hopped back far enough out of his reach, but still close enough to hear him. Naruto glared at Sapphire, a strange feeling of recognition seeing her light blue hair and her seemingly fragile face. He just couldn't place who he reminded him of.

"Naruto," he replied lowly, dispersing a clone to refuel his Sage Mode. Sapphire smiled lightly at him, which caught him off guard.

"It's a pleasure, Naruto," she replied sincerely. "In different circumstances, perhaps we could have been friends. Unfortunately, you don't seem to understand Roman's situation, and that makes you our enemy." She began to raise both of her hands up, and Naruto felt the ground beginning to quake. He began to scan his surroundings, and was flabbergasted to see Sapphire create what seemed to be a huge dome of thick ice. As it closed above him, he looked over to Sapphire, who had discarded her disguised, and fell into a much more rehearsed and threatening stance. It seems she was going to be serious now.

"I have no idea what he's told you, but he's a criminal!" shouted Naruto, as he locked eyes with the Winter Maiden.

"You know nothing," she said barely above a whisper. In a blur, she appeared in front of Naruto poised to strike.

* * *

City of Vale: Underpass

* * *

Torchwick was having a blast as he piloted the mech, causing obscene amounts of destruction. He was easily taking on three of the girls from RWBY while Neo entertained herself with the two Faunus, Blake and Kohl. Sun and Neptune had be tossed off the highway at some point, and Torchwick didn't question why they hadn't returned to help their friends.

"Don't you kids ever learn?" he mocked, as he tossed aside the resident Ice Queen. "This world doesn't need any more Huntsmen! Just look at what they've accomplished! They've allowed people like me to get to where I am, while most of society still sees me in a better light than bird-boy and Kitty-cat over there."

"That's not true!" shouted Ruby, as she stood protectively in front of Weiss. "Huntsmen and Huntresses make the world a safer place! For everyone!"

"Don't be foolish, Red," shouted Torchwick, as he let loose a volley of bullets at the scythe wielder. Ruby spun Crescent Rose and deflected them away safely. "Huntsmen don't care about people, they only care about getting paid, but they won't ever tell you that at that fancy school you go to. No, this world is cruel, and only the strong survive."

Yang had jumped on Roman's mech and began to punch the front, but it didn't do much. After a moment, the metal arms grabbed her and flung into the concrete pillar.

"And if there is one thing I do best, it's survive," he mocked. He shot a rocket at the pillar, bringing down the highway on the blonde brawler. Ruby's eyes widened as she saw the giant chunks of concrete fall on her sister.

"YANG!" she shouted, as she burst into petals in attempt to get her out of there. Unfortunately, Neo heard the commotion. She hooked her parasol's handle around Blake's neck and flung her to intercept Ruby causing them to tumble. Weiss and Kohl stared in shock as dust began to kick up. Ruby quickly untangled herself from Blake, and tried to move the massive blocks of rock.

"Looks like that's our cue to leave," smirked Torchwick, as he fled the battlefield to their Bullhead. Neo had other plans, it seemed. She drew the estoc from her umbrella, and walked behind the panicked leader of Team RWBY, who was too concerned for her sister to bother paying attention.

"RUBY!" shouted Weiss, as she desperately tried to warn her. She was much too far away from her partner to actually do anything about it, but dashed towards her anyway.

"Huh?" asked Ruby, as she turned to see Neo, wearing a maniacal smile that brought a huge wave of dread. Neo kicked Ruby across the face, forcing her to the ground, and stabbed Ruby through her side, earning a pained yelp. Neo raised her weapon to do so again, laughing while silently as she did. Before she could stab Ruby a second time, a harpoon shattered Neo's form, and Weiss got to Ruby's side.

"Ruby!" cried Weiss, but her partner tried to shove her away.

"Yang!" she urged. "We need to help Yang!" Blake and Kohl were already on it, moving the pieces of the highway, in attempt to find some sign of Yang. Soon, they heard a pained groan, and they worked even faster. Once Blake saw her partner, she dragged her out, while Yang held in a pained moan.

"Are you ok?!" the Faunus asked frantically. "Yang!"

"Hey," she said weakly. "I'll be fine. I think I broke something though."

"Yang!" shouted Ruby, as she tried to make her way over to her sister, only to be crippled from her wounded side . Weiss put her arm around her and helped her over.

"Hey little sis," Yang greeted with a forced smile. Ruby teared up, relieved to see her sister was going to be alright. "I guess we really got _rocked._ "

"Heh, that was pretty good," mused Kohl. Weiss, Blake and Ruby just groaned at her pun.

"She's going to be fine," scoffed Weiss. She looked back to her partner , and examined her bleeding side. "Ruby, I think you're going to need medical attention too."

"What happened?" asked Yang, as Blake helped her sit up.

"I just got a little cut," Ruby replied, not wanting to worry Yang. Her elder sister, however saw how much she was bleeding, and her eyes flickered red.

"Who did it?" she demanded. "Who hurt Ruby?"

"It was that short girl with the weird eyes," replied Blake. "The one that fights with an umbrella." Yang's hair flared up a bit, as she tried to get up, but he body protested too much.

"Next time I see her, she's dead," she vowed.

"Hey, where is Naruto?" asked Kohl. "Wasn't he with you, Blake?"

"He got separated from me and Sun when we were at the White Fang meeting," she replied, before she remembered the state she last saw him in. "Oh no, we have to go back!"

"Why?" asked Kohl, his usual neutral tone now urgent.

"He was frozen in a block of ice!" she replied, as she began to run back towards the meeting.

"You two go, I'll take care of Ruby and Yang," replied Weiss, seeing Kohl's conflicted expression. He nodded to her thankfully, and ran after Blake. It didn't take him long to catch up, but as he did, a huge explosion of ice and wind erupted downtown.

"What the hell is going on?" asked Kohl, now panicked. Blake remained quiet unsure of what to say. She had never witnessed such destruction before, and from the looks of it, it wasn't over. The two Faunus pushed themselves to run faster, concerned for their friend.

* * *

"I'm impressed," Sapphire complimented, panting slightly. She had several superficial cuts on her face and arms, but for the most part was unharmed. Naruto was in a similar state, however his skin was not marred from any sort of cuts, as they had healed rapidly. "For somebody who doesn't have Aura, your injuries heal rather quickly."

"I have to say, I am too," admitted Naruto. "Somehow you are matching my Sage Mode, which has never happened to me before. You remind me of an ice user I met a few years ago."

"I was wondering why you've been staring at me like that," she replied. "That look in your eye is on of familiarity, which is odd, considering I have never been here in Vale."

"I haven't been here long myself, but you already knew that, didn' you?"

"It's rather obvious," she shrugged. "My Semblance allows me to interpret somebody's Aura, among other things, which in turn, reveals their Semblance. You don't have either. At first I suspected you simply haven't awakened it yet, but with the techniques you've demonstrated… You're entirely different."

Naruto felt the last of his Sage Charka leaving him, and the fatigue that followed hit him like a brick wall. He fell to a single knee, and began to breath heavily.

"It seems I'm not longer needed here," she said to him, as she pressed her ear piece. "I'm going to keep an eye on you, Naruto. Not only are you interesting, you are also a threat to my friends. The next time we meet, I won't be so merciful… consider this your first and final warning."

"I'll never back down, "he gritted through his teeth. Sapphire turned her back, and created an ice pillar underneath her that flung her high into the air, into a passing Bullhead. No doubt they had planned their escape beforehand. Naruto noticed his Rasenshuriken had created a huge opening in the ice dome's walls, but as Sapphire left, the ice shattered into snow, settling gently on the ground.

"Naruto!" shouted Kohl, as he saw the orange wearing ninja lying down in the fresh powder.

"Is this really the time to be making snow angels?" asked Blake, seeing that Naruto was fine.

"What better time?" asked Naruto sarcastically, as he sat up slowly. He looked at his two friends, and sighed.

"What's wrong?" asked Blake.

"I lost," he replied bitterly. "If that woman had been gunning to kill me, I'd be dead." Kohl gave him a skeptical look, but said nothing. Naruto, despite not being the team leader, was the best fighter on their team. With his shadow clones, he was never outnumbered, and not to mention his seemingly never-ending supply of ninja tricks he seemed to have up his sleeve. For Naruto to not only lose, but lose to a single opponent made Kohl think about his skill in fighting. If he was completely honest with himself, he'd consider himself the weakest link. Naruto was physically stronger than him, Mindy was more agile and had a frighteningly powerful Semblance, and Marie was smarter, and had better sword play than him. Kohl did a little of everything, but he was mediocre at it all. He never realized that his biggest weakness was fighting other people. Silently, he resolved to become stronger, not for his sake, but for his friends.

* * *

Undisclosed Warehouse

* * *

"Roman is back in town," Cinder uttered under her breath. "The little worm left during a crucial part of our plan, and he has the nerve to show his face here again…"

"What would you have us do, Cinder?" asked Emerald.

" _You_ will do nothing," she ordered. "It's bad enough you and Mercury killed Tukson when I _specifically_ instructed you two to keep your hands clean."

"Well, technically I used my foot," pointed out Mercury. He raised his hands up, to show off the lack of blood. "See? Totally clean."

"You think this is funny?" asked Cinder, staring down the grey-haired teen. Mercury frowned, and scoffed, muttering 'whatever' under his breath. Cinder turned to the lone Faunus in the room, who was finally walking normal again. "Lily, I have a mission for you."

"Yes, Cinder," she replied, taking a step forward.

"Find Torchwick, and bring him here. I don't care what you have to do to do it, I want that scheming little snake to answer for his actions. If you see his little bodyguard, don't be afraid to put an end to her either."

"Of course," replied the Deer Faunus. She fashioned her White Fang mask on, and left the warehouse.

"Lily can't beat us in a fight," pointed out Mercury. "What makes you think she can take on Neo _and_ Torchwick?"

"Lily was once a high-ranking member of the White Fang," reminded Cinder. "She just happened to specialize in infiltration."

"What's our next move, Ma'am?" asked Emerald.

"For now, we'll wait," answered Cinder. Mercury shrugged, and leaned against the wall with his arms crossed. He hated waiting.

* * *

 **A/N**

 **Before anybody says anything, I have a reason for Naruto's Sage Mode not working properly during his fight. It will be addressed, so if that's your only concern, please be patient. I'm sure some of you can guess why, but the explanation will come within two chapters.  
That being said;**

 **I hope you all enjoyed this chapter, it was a blast to write, since I've been building up to several things that this chapter has started. Although the fight scene was a bit shorter than I intended, I also didn't want to drag it out. We will get to find out what exactly happened during Sapphire vs. Naruto, which will come with the explanation from above. Let me know what you all think, and I hope you'll stick around for the next one.**

 **~LVR6**


	20. Answers

Chapter Twenty: Answers

* * *

Marie sat in her dorm, looking at Midnight's bed. It was already made before anybody had woken up, but what concerned her was that Midnight had arrived even later than the three of them. When she asked her where she had been, she insisted she was just 'with a friend' who helping her find the author of the book. While it seemed like a perfect explanation, something was nagging Marie to look further into it. That's why she had planned to spend this entire day with her introverted friend, only to find her to be gone before the crack of dawn.

"Where could she have gone?" she asked herself. Naruto was also gone, but she had seen him leave. Kohl had later explained what happened, which only made Marie feel worse. Naruto had fought somebody last night, and lost. If she had been there, she was sure she could have made a difference, but she had left home early.

"What kind of leader am I?!" she asked bitterly to the empty room. She couldn't protect her own partner, and she's neglected the most emotionally vulnerable person she's ever met. The only one she hasn't let down is Kohl, but he apparently had plans for today too, which left her alone, trying to figure out what to do. Marie realized that she can't go back in time to help Naruto, and he was strong enough to get over this. Midnight was the one who needed support right now, so she was going to find her. She took out her scroll and pulled up her contact.

"Marie?" asked Midnight. Marie vaguely heard traffic behind her. "Did you need something?"

"I just wanted to know where you are," she replied, trying not to sound worried.

" _We're just out, don't worry, I'll take care of lil' Mindy_ ," said an older sounding woman. A second later, Midnight spoke up again.

"Sorry, I'm with a friend right now… maybe we can talk later?"

"Who is that?" asked Marie. She could count the number of people Midnight talked to on a single hand, and still have a finger left over.

"She's, um…"

"Don't worry about it, she'll be home before bedtime," said the woman. Before Marie could get another word in, Midnight hung up. Marie tried to remain calm, but something didn't feel right to her. Without hesitating, she grabbed her weapon, and headed out the door.

* * *

Beacon: Elsewhere

* * *

Kohl had found team RWBY in the library, to his surprise. He noticed that Yang had a cast around her leg, most likely from having the bridge collapse on her, but from the looks of her and her team, she was fine. The four girls were sitting at a table, playing that same board game, and from the looks of it, Yang was winning. He walked over to them, but they didn't seem to notice him, as they were wrapped up in their game.

"You think your navy is strong enough?" asked Yang dramatically, as Ruby formed her attack.

"Don't underestimate Vacuo!" she replied, equally as dramatic. "Attack!"

"Aren't you two taking this a bit too seriously?" Kohl asked them, causing the leader to jump up in surprise.

"Oh, hey Kohl," greeted Yang. "This _is_ serious. We're trying to conquer Remnant here."

"Of course, my mistake," he replied with a small grin. He noticed that Blake and Weiss weren't actually playing anymore. "You two lose or something?"

"Yea," mumbled Blake, peeking over her book. "Yang's ground troops swarmed me during a hailstorm, and Weiss got attacked by a Sea Dragon."

"It was total luck!" insisted Weiss. "Ruby couldn't have known that when she attacked my borders."

"There is no such thing as luck!" Ruby declared. She turned her attention back to Yang and proceeded her attack.

"Alright, well, I actually came here to ask you something, Schnee," admitted Kohl. Weiss' expression changed into confusion, but acknowledged him. Blake was also looking at him, through the corner of her eye, which Kohl must have sensed. Yang then began to cackle, as she defeated Ruby. "Maybe we can talk somewhere quieter?"

"Oh, sure," she replied, excusing herself. Ruby began to cry waterfall tears, as Blake looked on amused. The two walked over a few aisles. "I thought you were going to stop calling me by my last name," Weiss told him.

"I was," he replied. He brushed his hair back a bit anxiously. "Sorry…"

"Is everything alright?" she asked. "You seem…. apprehensive."

"Listen, I was thinking a lot about last night," he began, after a sigh, "and frankly, I can see that I'm lacking."

"What are you talking about?"

"Fighting," he clarified. "When I saw Naruto lying in the snow, I realized that I don't pull my own weight when it comes to fighting. I can kill Grimm all day, but they are mindless, and tend to use the same three tactics. Fighting people… it's not something I have a ton of training in."

"That's why we have combat class," she replied. "I've seen you fight, and you aren't too bad. I mean, we all can't be at Pyrrha's level."

"I know that," he sighed. "but I haven't gotten any better since getting here. Right now, I'm the weakest one on my team, and you have no idea how hard that is for me to admit. Naruto is a freak of nature, I know I won't ever get to where he is, especially considering his situation… and Marie has tournament experience, and Mindy… I don't even know where she's learned to fight, but she's a totally different person on the battlefield." Weiss looked up at him, still confused. "You're really going to make he say it, aren't you?"

"Say what?" she asked.

"I want you to help me," he told her.

"Why me?" she asked, taken aback. "I mean, what about your team? I'm sure one of them could help you."

"Marie doesn't exactly know how to explain anything, and Naruto doesn't know the first thing about sword fighting. Midnight… she's another story entirely…" he looked away, and started fiddling with one of the books. "I remembered what you said when we went to dinner that one night, and you said you grew up with instructors correcting everything from your footwork to the placement of your strikes. That's the sort of thing I need help with…" Weiss couldn't bear to see the normally stoic Faunus boy admit his shortcomings any further, and conceded.

"I'll do it," she said after a pause. Kohl looked at her with some gratitude, but Weiss cut him off before he could speak. "On one condition."

"What is it?" he asked suspiciously.

"You tell me why you hate my father. I know he's done some awful things, but as the heiress of my father's company, I want to know what I can do to start making up for it," she replied. Kohl remained quiet for a moment, and agreed.

"Deal," he said, holding out his hand. Weiss shook it, and the two went off to Glynda's training room.

* * *

City of Vale

* * *

" _Do you believe me now_?" asked Skylar, as Midnight walked into a small park in Vale. There weren't many people around, so Midnight spoke freely.

"I don't want to," Midnight replied, but she couldn't hide the truth. "But… yes…"

" _I told you from the beginning, Sweetheart, these so –called friends of yours will only tell you what you want to hear. Otherwise, they wouldn't have gone out with that other team last night."_

"They must have a good reason," insisted Midnight. "I know they do… They all care about me…"

" _I'm sure they do, but tell me, what did you feel when we found them going off on missions fighting robots in the middle of the highway?"_

"I felt… unwanted," she replied, in a low whisper.

" _Any real friend wouldn't allow you to feel that way. I would never want to make you feel like a burden."_

"Mom..?" whispered Midnight, her voice cracking. "I don't want to be lonely anymore… I just…"

" _Hush, I know. If I could, I'd hold you right now…"_ Skylar whispered soothingly. " _If you'd like, I can take over for a while, so we don't cause a scene. I know you hate being stared at."_

"O-Ok…" she replied. Midnight's eyes became blue, and her hair began to darken from white to blue.

"Everything will be fine," Skylar replied, testing the feeling in her fingers. It was strange, but Skylar knew that she was fully in control of Midnight's body now. She stood up, and the shy girl's posture was completely gone, and the confident ex-Huntress made her way to the city streets.

* * *

Emerald Forest

* * *

Naruto sat atop a tree in the Emerald Forest, gathering his Sage Chakra. He was extra careful to ensure that he was gathering the exact ratio, as he tried to find answers to what had happened the night before. Once he felt himself enter his perfected Sage Mode, he hoped down the tree, and began to get a feel for it. It felt just like it did back home, but for some reason, he knew it was off. That woman, Sapphire, was beyond lethal, yet she told him several times she didn't wish to kill him, which only confused our blond ninja even further.

"I should have been able to crush her, even if I was holding back," he muttered to himself. Naruto didn't wish to kill her either, but after she effortlessly blocked his sweep at the beginning of the fight, he quickly found out holding back was a mistake. Naruto made a fist, and punched the tree he was standing on early. Without much effort, he still managed to turn the trunk into toothpicks. "This doesn't make sense!" he growled, punching a second try in anger, which exploded violently.

"That is some frightening power," said a familiar voice. Naruto didn't seem alarmed, as he sensed the newcomer before he decided to announce his presence.

"What do you need, Ozpin?" Naruto let the Sage chakra go, and reverted back to normal.

"I thought I could clue you in on somethings," he replied. "I heard about what happened last night, and I believe we could both help shed some light on some subjects."

"What are you talking about?"

"That woman you fought yesterday, she is no ordinary Huntress."

"I could have figured that out," replied the ninja. "What do you know about her?"

"Not much, to be honest, but I am familiar with her powers. If you don't mind, perhaps you can tell me what happened last night?" asked the Headmaster. "After I can tell you what I know."

Naruto nodded, as he took a seat on the grass.

* * *

Flashback

* * *

Naruto watched as the giant dome of ice formed around the two combatants. It seemed to be just as strong, if not stronger than the wall she formed initially.

"I have no idea what he's told you, but he's a criminal!" shouted Naruto, watching the Winter Maiden carefully.

"You know nothing," she replied quietly. Naruto nearly didn't hear, and was shocked to see her rapidly appear in front of him, an icy blade ready to cut him. Naruto ducked underneath, and hopped back to create some space. He knew that those swords somehow cut through his Sage Mode, so he was sure to be extra careful now. Sapphire looked at the fleeing blond, and sighed. She stabbed her swords into the ground, and began to wave her arms around as if she was casting a spell. Naruto's instincts kicked in, and he jumped, as several spikes made of ice attempted to skewer him. As he was airborne, Sapphire thrust her arms down, and it began to hail thin needles.

"This feels familiar," he mumbled to himself. He rolled forward, and jumped at Sapphire, as he immediately noticed that it was the only area not being rained on. Naruto briefly noticed her smirk, as she kicked the ice sword in front of her, and sent it spinning at Naruto. His eyes widened, and he dodged to the left. With a single motion from her finger, the sword that flew by him circled back and began to chase him.

"There is nowhere to run, Naruto," she told him, drawing the second sword from the ground.

"Shut up!" he shouted. Without missing a beat, Naruto grabbed the spinning sword by the handle, and snapped it in half. Sapphire frowned at him, and sighed again.

"I don't want to kill you," she said again, although she seemed even more distraught.

"You're going to have to if you think I'm going to give up," he shot back. The needles has stopped raining down, but Naruto had several protruding from his back. Sapphire held her hand out again, and snow began to flurry from her palm before it crystalized into another ice construct.

"Do not think I'm enjoying this," she told him, a cold look in her eye. "But I will do everything in my power to protect my friends. I can see you are driven by the same ideals, so it just boils down to who's stronger." She held a spear in her left hand, and a short sword in her right.

"You think Torchwick is a good guy?" asked Naruto, frustrated at her insistence.

"It is as I said before, you don't understand his situation," she replied sadly, "and until you do, you are a threat to him."

"So you are alright with him committing armed robberies, and almost killing people?"

"Roman has told me he's never hurt an innocent," she replied, narrowing her eyes at him. "As for the robberies… they weren't his idea…"

"Who gives a damn who's idea it was?! I would never endanger innocent lives, and I would never steal! He's a wanted criminal!"

"SHUT UP!" she snapped, as a huge wave of frost blasted towards Naruto, sending him crashing into the ice wall. Despite it's strength, he could feel it begin to crack underneath him. "You don't know a damn thing!" she shouted, blasting another forceful wave of ice at Naruto. He could feel tremendous force behind each hit, but his Sage Mode took the brunt of the attack.

'She's getting unstable,' Naruto thought to himself, as he noticed the deeper the cracks grew on the icy dome. 'Her powers are like mine… they're tied to her emotion!'

" **If there is one thing you excel at, it's pissing off women,"** he heard the fox say in a low chuckle. Naruto internally grinned.

"I know that your friend is a worthless coward," shouted Naruto, "and he'll always let his goons do the fighting for him."

"That's not true!" she growled. Sapphire ran at the blond ninja, who was beginning to prepare a counter attack, when he felt his arms and legs get frozen within the wall. Essentially crucified, Naruto watched as the icy woman stopped a few meters away from him, and began to conjure a giant flurry of snow and ice. Naruto tried to break free, but his Sage Mode was fading. He closed his eyes, and began to gather nature chakra. "You're just a child, you couldn't possibly know what he's gone through…"

"I've gone through a lot too," replied Naruto, regaining his Sage powers. He broke free, and noticed the giant storm brewing behind Sapphire. With a quick hand sigh, Naruto created two clones, and hastily created his signature wind style attack. Sapphire let loose her blizzard, which Naruto threw his Rasenshuriken directly into. As the two attacks collided, the two fighters were blown back, and the force of the two techniques shattered the ice dome. The explosion carried all the loose snow into the air creating almost a beautiful scene, if it weren't for the high pitch ringing noise. Naruto dug himself out of the rubble he landed in, and began look for his opponent.

"I'm impressed," she said panting slightly.

* * *

End Flashback

* * *

"And after that, she fled, and I was exhausted," finished Naruto. Ozpin hummed, both impressed Naruto was able to hold his own against a Maiden as long as he did, and saddened that Sapphire has taken the wrong path.

"I see…" began Ozpin. "Before I tell you what I know, perhaps you could explain that form you were just in? That's the same form you took when you fought the Winter Maiden?"

"Yea, it's my Sage Mode," replied Naruto. "I thought Qrow would have filled you in."

"He did, but how does it work?" clarified Ozpin. "As you know, we are quite in the dark when it comes to your abilities."

"Basically, I just gather energy from the nature," replied Naruto. "I have to balance it out with my own chakra, and then it gives me a giant boost in strength… well, it's supposed to, but it didn't seem to work on Sapphire last night."

"That may be due to her status as a Maiden," replied Ozpin,. He'd have to call Qrow back as soon as possible. Naruto looked up to him, waiting for him to explain. "Naruto, since you aren't from this world, I doubt you know many fairy tales we are taught when we were younger."

"I know a few, actually," replied Naruto, although he seemed uncomfortable. "When Oobleck taught me to speak, he tried to get me to read, but I never really got the hang of it. He used story books to try to get me to learn, but I kind of put it off… I did read a few though."

"I see," nodded Ozpin. "Did you read the story about the seasons?"

"With the wizard?" asked Naruto.

"That's the one. Well, the four young women in that story were given the power of the seasons," began Ozpin. "Each one representing either Summer, Winter, Fall or Spring. I don't want to get into detail right now, but the woman you fought last night was the Winter Maiden."

"That explains the ice," mumbled Naruto. "I don't see why that matters though."

"Naruto, as you know, Dust is also known as 'Nature's Wrath,' although very few people actually use that term nowadays. Dust allows us to harness the powers of fire, ice, lightning and much more. A Maiden, however, can do all this, without Dust." Naruto listened intently. "Now, my understanding as of now is that your Sage form is dependent on the powers of nature, correct?"

"Yea, the closer in tune with nature a place is, the easier it is to go into Sage Mode," replied Naruto.

"That makes sense," nodded Ozpin. "Well, as I said, the four Maidens can do this naturally. They don't harness the power of nature, they _are_ nature personified."

"So… it's like she's always in sage mode…" whispered Naruto.

"From how you described the limits of you powers, it's almost as if you're trying to compare a lake to an ocean. Sapphire, and the other three Maidens… their powers are unimaginable, when properly trained of course."

"What are you saying?" asked Naruto.

"Well, according to our records, Sapphire never finished her training, although she did go through a great deal. If she had stayed in Vacuo a little longer, she would have been a full-fledged Maiden, but she went on a self-imposed exile. Why she did this remains a mystery."

"Who can fight somebody like her?" asked Naruto. "If I can't, there must be some Huntsman or Huntress that stands a chance, right?"

"That remains to be seen," sighed Ozpin. "We had a plan, although it was originally for the Fall Maiden…"

"Why do I have a feeling that this goes a lot deeper?" asked Naruto.

"Perhaps because it does," admitted Ozpin. "If you could, come to my office, Naruto… General Ironwood has some questions for you regarding Cobalt. After that, I will tell you everything I know regarding this matter. It's only fair, given that you have gotten yourself involved."

"…" Naruto nodded, but didn't speak. He knew that Ozpin was hiding something since the day they met, but after the kindness and generosity the Headmaster had shown him, Naruto turned a blind eye. Perhaps it was because the man's attitude reminded him so much of the Third Hokage.

"I'm sorry, Naruto," Ozpin said suddenly. "I wanted you to feel welcomed in their world, but I have kept a great deal from you…"

* * *

City of Vale

* * *

Marie arrived in the city, and was hell-bent on finding her snowy-haired teammate, but she had no such luck. She had no idea where to begin looking, so she starting visiting all the bookshops and libraries, but nobody had even seen anybody with her description.

"Where could she be?" she mumbled under her breath. She knew she could try calling again, but Midnight made it very clear that she didn't want to talk after how abruptly she hung up. Marie continued to walk down the sidewalk, staring at Midnight's contact, when she crashes into somebody and falls.

"Hey watch it," said an angry voice.

"Who told you to stand in the middle of the goddamn sidewalk?!" she shouted back, dusting herself off. She picked up her scroll and saw the person she bumped into. "Of course it's you."

"Rojas…" uttered Cardin. She noticed that his team wasn't with him.

"Winchester," she mocked. "Seriously, you're like four feet wide, big boy. Don't stand there."

"You think you can tell me what to do?" he threatened, as he shoved Marie to the ground. "I'll kick your ass right here, you don't have your friends to save you."

"Wow, I know your grades aren't great, but your memory is faulty too, isn't it?" she asked, as she stood back up. "It was Goodwitch who saved _you_ , jackass. Now if you lay another hand on me, I'll cut it the fuck off!"

"You think I'm scared of you?" he asked rhetorically. "You're the leader to a group of outcasts! You got two Faunus and a girl who scared of her own shadow."

"Don't talk about my team, meathead," she threatened, as her hand twitched towards her sword.

"Oh, who's going to make me, bitch?" he asked. He tried to shove her again, but to his surprise, he went right through her, and he crashed to the floor. As he tried to get up, he felt a vicious stomp on the back of his neck.

"I will," she whispered to him. He felt the burning edge of her sword slowly beginning to inch towards the side of his neck. "Apologize."

"Screw you," he spat, as he pushed himself up, despite her pushing him down. Marie hopped back a bit, as the seething Cardin drew his mace. "I'll make you regret ever coming to Beacon."

As the two began to square off, a siren was heard, and Marie looked over. It seems the police were chasing down somebody, who made his way out of the car, and ran into the sparse crowd of people. Before Marie could see who it was, she felt the wind leave her lungs as Cardin slammed his mace into her stomach.

"Don't ignore me," he growled. He raised his mace and slammed it down to Marie's back, and an explosive impact was made. As the cloud of dust and dirt began to settle, he felt Marie trip him, and strike him across the chest with a burning slash. To Cardin's surprise, the sword created a deep gash in his armor, and the golden bird had melted off.

"I'm not in the mood for your bullshit, Winchester," Marie seethed. She didn't seem to have been affected by his second swing, most likely due to her Semblance. She sheathed her sword, and began walking away, trying to calm down.

"I'll make you pay for this, Rojas," shouted Cardin, as he looked at his armor once more. He growled, and walked the opposite way of where Marie had ran off to, as he was unknowingly being watched by a certain ice-cream themed girl. The young woman typed away at her scroll, sending the video to her employer.

* * *

Elsewhere in Vale

* * *

"Interesting," hummed Torchwick, looking at his scroll. He heard footsteps arriving, and he put his scroll away. When he saw he was being approached by a young woman, he smirked. "And to whom do I owe this pleasure?"

"Torchwick," the woman said evenly. "Cinder has sent me to collect you."

"Oh, am I in trouble?" he asked in faux fear. "What does she want?"

"You'll find out once you come to see her," she replied. "I don't want to resort to force, so please, follow me."

"And if I refuse?" he asked, gesturing subtly. Lil drew her sword, and began to walk towards the criminal. "Ah, I see. Well, I don't want any trouble, so I'll come quietly." He made another gesture, and the temperature seem to get a tad warmer. Lily sheathed her sword , and turned to lead Roman to where Cinder was located, unaware of the Winter Maiden watching them from a distance. It didn't take them long for them to arrive at a small motel room, where Cinder and her two teenage goons were waiting for her.

"Roman," hissed Cinder, as her eyes began to glow a bright yellow. "I want an explanation for your absence this last few weeks."

"Of course," he replied easily, as he leaned on his cane. "I came across some files that lead me to believe I could find the Winter Maiden. I thought if I could get her to our side, we'd be able to proceed with our plan a bit earlier than intended… unfortunately, it seemed to be a dead end."

"Why didn't you tell anybody?" asked Emerald.

"It was meant to be a surprise," he replied half-assed. "Regardless, form the looks of it, my absence hasn't affected you three too much, and you seem to have a new friend."

"This is Lily," cut in Mercury. "Cinder gots her on a pretty tight leash, but she's house broken."

"Mercury, enough with the insults," ordered Cinder. Lily stood there stoically, unwilling to give Mercury the reaction he was looking for. "Alright, Roman, if you are still true to our cause, then you'll take care of the Mountain Glenn operation. You take your body guard with you, and we'll see where you stand after that."

"Can do," smirked Torchwick. He was dismissed from the room, and left.

"Why are we keeping him around?" asked Mercury.

"He's hiding something," replied Cinder. "And I don't like surprises. Emerald, write a message to Adam, and tell him to have his Lieutenant keep an eye on Roman."

"Yes, Ma'am," she agreed, taking out her scroll.

* * *

Headmaster's Office: Beacon

* * *

"Good morning General," greeted Ozpin, as Ironwood came in through the elevator.

"Hello Ozpin," he replied, looking around the room. He found Naruto leaning in the corner, much like Qrow tended to do. "Mr. Uzumaki, how are you today?"

"Just get to the point," replied Naruto tiredly. "What's wrong with Cobalt?"

"Of course. Well, we've been monitoring Cobalt's behavior over the last few weeks, and although he showed signs of stability, the last few weeks have been in constant fluctuation. What does that mean?"

"It depends," replied Naruto. "If he's stressed out about something, chances are that the Kyuubi's chakra is trying to manipulate his emotions… but I don't know how it would behave without the Kyuubi's will…"

"Will this hurt him?" asked Ozpin. "From what we've observed about your red Chakra, it's rather corrosive."

"I don't know,' replied Naruto. "I've never been an expert in how it works, since I've never been taught to use it… Can I be excused for a moment?"

"Of course," smiled Ozpin, as he poured himself some more coffee. Ironwood watched as the boy sat on the floor and began to meditate.

"What is he doing?" he asked the Headmaster.

"I haven't got a clue," he freely admitted, "but whatever it is, I'm sure it will prove to be helpful." Ironwood hummed in annoyance, and took a seat at Ozpin's table.

* * *

"Kyuubi," greeted Naruto, as he watched the fox rise from the other side of the cage. "I have some questions."

" **Why does this interest me?"** it asked.

"Ironwood and Ozpin are working on how to contain you, so I need to tell them what I know," he replied. "I told them I didn't know, so what do you want me to tell them?"

" **You're going to lie to them?"**

"We have a deal," reminded Naruto. "I promised I wouldn't let them seal you away. I'm a man of my word." The Kyuubi looked at him critically, but couldn't sense any deceit.

" **What exactly did they ask you?"**

"Ironwood wants to know if the residual Chakra is affecting Cobalt," explained Naruto. "Apparently, it's not as stable as it was a few weeks ago, and they want to know why."

" **That's because it's trying to seek me,"** explained the fox. **"It can sit in one place for a period of time, but it's trying to dissipate to become complete again. If it's being sealed by this world's technology, chances are it will remain unstable until it breaks free. Much like in your world, the extraction of the chakra may prove fatal to its host."**

"Will it hurt Cobalt?" asked Naruto. "That was another one of their questions."

" **That I'm unsure of,"** replied the Kyuubi. **"From what you've said, this host isn't human… Normally when a Biju is sealed into an object, it will lose its sanity, as you saw with the One-tail. However, this world is much different, and what is sealed in him does not share my conscience."**

"So you don't know either," realized Naruto.

" **You truly intend to keep your word?"** the fox asked.

"Of course," grinned Naruto. "You've known me my entire life, you should know that best." The blond ninja then disappeared, returning to the real world.

" **You are a strange one, kit."**

* * *

 **A/N**

 **Lots of stuff happening in this chapter, hopefully it wasn't too jumbled around for you all to follow. As you saw Ozpin and Naruto's theory behind Sage Mode's lack of effectiveness against the Winter Maiden, that's pretty much the explanation. Some of you guessed it right, so congratulations on picking that up.**

 **Now that that's out of the way, I am going to be holding a contest soon, and the winner(s) will get to create an OC for the Vytal Festival Tournament, which is still a long way away. The reason I tell you all now, is so that you can begin creating an OC and their fighting style. More details on this will be posted on my profile in the coming days, so make sure to watch out for that.**

 **I hope you all enjoyed this chapter, and let me know what you thought.**

 **~LVR6**


	21. Divided We Fall

Chapter Twenty-One: Divided We Fall

* * *

Marie and her two teammates sat in Glynda's class as she lectured the importance of gauging one's Aura when in a fight, as Jaune, despite winning over Russel, had taken quite a beating. While they were impressed with Jaune's improvement, they did not show the same enthusiasm as team RWBY.

"That was amazing!" complimented Ruby, as she waved her arms around in emphasis. Jaune looked away bashfully at the praise.

"Thanks," he replied, "but I wouldn't have been able to do it without Pyrrha."

"Even if you have a world-class fighter mentoring you, you should be proud of you progress," added in Weiss. Her team looked at her strangely. "What?"

"Did… did you just _compliment_ Jaune?" asked Yang.

"He's shown a lot of improvement," Weiss replied defensively, taking a look at Jaune, hoping he didn't take it the wrong way. To her and team RWBY's surprise, Jaune didn't make a big deal about it.

"Thanks," he said genuinely, although tired. He walked over to his desk, feeling Glynda's glare from behind him. As she continued to lecture, the four girls began to talk amongst themselves.

"Does Jaune seem a little off to you?" asked Yang.

"Yea," agreed Blake, "I thought he would have freaked out over Weiss' uncharacteristic niceness."

"I'm not that bad, am I?" the heiress asked.

"Of course not!" denied Ruby, although Blake and Yang nodded behind her. Weiss looked away from the two taller girls and muttered a thanks to her partner. She then looked over to Jaune, who was being congratulated by his team.

Team MNKM didn't seem to notice this exchange, as Naruto was asleep, much to his partner's annoyance. She decided to ignore him, and looked over to the empty seat where Midnight usually sat.

"I hope she comes back soon," she muttered under her breath. Kohl agreed with a nod, as he rubbed a few sore spots he has gotten over the last few days. Midnight had been missing for a few days now, but checked in regularly to ensure she was ok. She informed the school she was 'ill'. Although it was a flimsy excuse, the school did not have the authority to demand her attendance due to her emancipated status. Unfortunately for her team, whenever they asked where she was, she would dodge the question and assure that she'd be back soon. Tracking her down was hopeless, as she had somehow modified her scroll to disable that feature.

"Alright, we have time for one more spar," announced Glynda. "Mr. Winchester, please step forward. Let's find you an opponent."

"I have one in mind," he growled. Glynda narrowed her eyes at his tone, but said nothing. "Rojas."

"Ms. Rojas hasn't had a spar today," noted Glynda, as she looked over her scroll. "Alright, Ms. Rojas, please come down here." Marie glared daggers at the other student, remembering their brief encounter the week before. She stalked down to the sparring area, never taking her eyes off Cardin. "Alright, you both know the drill. Please make your way to the center of the stage."

"Yes, Ma'am," the two responded in unison. The venom in their voice was enough that the students watching immediately perked up. Glynda stepped down from the stage, and the countdown began. The two leaders drew their weapons and began to circle each other. When the buzzer went off, the two lunged towards the center, Cardin swinging his mace in a wide horizontal swing, as Marie's sword began to glow a brilliant red. With a loud clang, a shockwave emitted from them.

"They're not holding back," noted Kohl, mildly concern. He looked over to Naruto, who still had his head down. "Hey, Naruto, you alright?"

"Zzzz."

"Right…" he muttered as he turned back to the fight.

Marie leaped back ensuring to keep Cardin in his sights. He refused to budge from the center of the stage, taking control with his superior physical strength and stature. Marie conjured a few red wisps, then began to circle the Winchester teen.

"Come on," he scoffed. "You think stupid tricks like that are going to work?" Marie remained silent, not giving him any reaction, and continued to conjure more wisps. Eventually, the arena appeared covered in a massive number of fireflies, as they danced. Cardin had enough waiting, and rushed toward Marie, who brought her sword up to block. Cardin didn't let up, and continued to swing wildly, each hit actually chipping away at Marie's Aura despite his strikes being blocked by Marie's weapon. Marie winced as she felt the power behind Cardin's swings, and began to evade instead. She made it back to the center of the stage, as Cardin panted lightly.

"What's the matter, big boy?" mocked Marie. "Getting tired?"

"That wasn't even a warm up," he bit back, as the head of his mace began to crackle with lightning. He swung it in a vertical motion, causing a giant bolt of lightning to erupt from his weapon. The electricity danced towards Marie, but she smirked, as she waved her sword, causing the floating wisps to glow a bit brighter. Cardin realized this, and ran towards the other leader, as a number of explosions began to detonate. As he got closer to Marie, he noticed the lightning attack had gone right through her, and the red embers from behind her began to home in on him. "Oh shit."

The stage became a red mist, and Cardin was in the middle of it. It got brighter, and in an instant, the lights became a massive column of fire. Once the smoke settled, Marie was unharmed, and Cardin was on a knee, using his mace to stay upright. Marie looked over and saw Cardin's Aura was barely above the red, meaning the fight wasn't over. She cursed as she had used every bit of fire Dust her weapon could carry, and from the murderous look in Cardin's eyes, he wouldn't let her reload. With a wicked battle cry, he jumped up into the air in attempt to flatten Marie. Realizing that this was a desperate attack on his part, she remembered something her partner had done to Kohl when they sparred a while again.

"You've forced me to use my team's sacred technique," she said dramatically, knowing full well she had this fight won. The audience of students were at the edges of their seats, as Marie began to make strange hand signs after sheathing her sword. Glynda's eyes widened at the thought that the blond might have figured out how to teach his techniques to his team. She was about to stop the match, but Marie rolled behind Cardin, holding a seal. "A Thousand Years of Death!"

What followed would not be soon forgotten. Cardin who was trying to free his mace from the hole he created in the metal floor was defenseless as Marie brought both middle and index fingers and rammed it straight up his rear. She had used enough force to take away what little Aura he had left, and made him fall on his face. After a huge silence in the classroom, every student began to laugh hysterically at the strange way to finish a match.

"Oh my god," Kohl shuddered, remembering when Naruto had done it to him. Aside from the sleeping blond, he was the only person not laughing. He looked over to Glynda, and saw that even she was struggling to keep a straight face; something he never thought he'd witness. Marie turned to the laughing crowd and began to bow as she reveled in the humiliation she bestowed to the bully.

"Thank you, Thank you," she gloated. Glynda walked over, after she composed herself, and cleared her throat.

"Ahem, as unorthodox as that was," she began, adjusting her glasses. Before she could finish, a sickening metal thud was heard, as Cardin bashed Marie's skull from behind. Marie was unconscious before she hit the ground. Before Cardin could do any further damage, Glynda swung her riding crop, sending the teen flying into the metal walls. The murder in Cardin's glare was nothing compared to Glynda, who was nearly shaking in anger. "Mr. Rabenshwartz, Mr. Uzumaki, please take your leader to the infirmary, the rest of you, class dismissed. Mr. Winchester…" she began, but didn't finish. With a sharp jerk, she used her semblance to drag the tall teen with her.

Kohl was at Marie side in a heartbeat. Fortunately for Marie, she still had a little less than half her Aura, but judging from how fast it disappeared, he was unsure if there was any lasting damage. Jaune and Ren had gotten a stretcher from the medical closet, ready to carry her. While he was thankful, he looked over to see the still snoozing blond, and felt anger spark. Ensuring Marie was in safe hands, Kohl stomped over to Naruto, his hands shaking in anger. How could he sleep through this?

"NARUTO!" shouted Kohl as he approached. When the ninja didn't respond, Kohl decided to wake him by force, and grabbed the blond's head and slammed it into the table. "WAKE UP!"

-poof-

The rest of the students had already left at Glynda's icy tone but teams JNPR and RWBY were concerned for their friend, and stayed behind. Team JNPR took it upon themselves to take Marie to the infirmary, while Team RWBY tried to approach the normally stoic Faunus who had shown more emotion in the last ten seconds then the few months they've known him. Unsure of how to approach him, they remained uncomfortably silent as they watched him.

"Shouldn't you go with Marie?" asked Weiss, trying to end the quiet. Kohl took a few deep breaths, and visible calmed himself.

"Yea, you're right," he agreed. He headed out the door, not sparring the girls a glance. The four each assumed he was just concerned for his leader, and left it at that.

* * *

City of Vale

* * *

Skylar wandered around, enjoying her new freedom her daughter had bestowed her. She had gotten new clothes, as the 'white rags' Midnight wore were unflattering. After getting rid of the long white dress, Skylar had bought herself form-fitting jeans and a matching denim jacket with a black and white striped crop-top underneath. If it wasn't for the identical face, there would be nothing in common with how the two carried themselves. Where Midnight was meek and bashful, Skylar was confident and bold. The last few days, Skylar had noticed that Vale was much better off then Vacuo, given its natural resources.

"One of the benefits of living in nice climate," she sighed wistfully. She looked down to her scroll, and saw a message from her daughter's teammate. "Hm, looks like your leader is hurt, should we head back?"

" _Yes!"_ Midnight replied, although her voice was distant. _"How bad is it?"_

"I don't think that really matters, sweetheart. What can we do that a doctor can't? I don't think we should go, we'd just get in the way."

" _But mom, she's-"_

"Not to mention how she and you team abandoned you last week. I'm sure this will blow over soon, and our presence or lack thereof, shouldn't be too important in the grand scheme of things."

" _She's my friend,"_ Midnight tried to defend. _"There must be a reason…"_

"Can I be honest with you?" asked Skylar. "I don't think your team gives two shits about you. I know you think they care, but from my perspective, they only care about themselves."

" _What? That's not true!"_

"Sweetie, they're just a bunch of kids. Can you tell me anything they've done for you that shows that they care?"

" _They've been my side ever since I arrived at Beacon,"_ Midnight argued.

"Where are they now?" asked Skylar. She heard her daughter stutter, and then refrain from answering. After a long pause, Skylar conceded. "Alright, we'll go, but I'm still going to enjoy my 'outdoor' time, got it? I've barely gotten to know Vale, and we're already going back to school."

" _Thanks, mom…"_ said the meek girl. Skylar smiled sweetly, although there was obvious malice in her eyes.

"Of course, sweetie."

* * *

Downtown Vale

* * *

Naruto felt his clone dispel, although he didn't get any memories from it. Deciding that he would deal with it later, he focused on the task on hand. He was currently disguised back into his fox Faunus form, and was walking towards the shady area of Vale. Although it was the middle of the day, for some reason everything was dark.

"Eerie…" he noted to himself. He continued to walk around when he noticed the same markings Blake had shown him when they infiltrated the first time. Relieved to see he was on the right track, Naruto made a mental note of his possible escape routes. While he was confident in his ability to outrun them all, he still felt it would be safer than sorry.

" **Why are you doing this?** "

"I need to find the half-Maiden," replied Naruto. "If what Ozpin believes is true, we're going to be hopelessly outmatched if the two are working together."

" **Paranoid thoughts from a paranoid man,** " scoffed the Kyuubi. " **If you would have let me fought that icy bitch, she'd be history."**

"I don't doubt it," admitted Naruto, "but I'd rather not kill anybody if I can help it. Besides… she seemed to be on the wrong side of this fight."

" **Kit, she is working for Torchwick. Whatever he said or did to get her on his side must have been pretty convincing if she has the same stupid 'no kill' rule you're abiding by. Torchwick radiates ill intent."**

"I know," agreed Naruto. Unfortunately, Naruto doubted that Sapphire would believe his 'feelings' over Torchwick. It frustrated him to no end that he could not prove Roman's mean streak, but that was not what he was here for. A few moments later, he felt his scroll go off, showing Kohl's caller ID. Hesitantly, he answered. "Hey, Kohl, sorry, but now's not really a good time."

"Oh, it's not a good time?" his teammate asked sarcastically. Naruto could feel the attitude rolling off each word. "I'm sorry, maybe when you're busy, you can stop by."

"Stop by for what?" asked Naruto, feeling a bit wary.

"I don't know, maybe be here for your damn partner when she wakes up from her head injury!?" shouted the Faunus, all composure gone. "You goddamn idiot! What the hell could you be doing that you can't even tell your fucking team where you are?!"

"I-"

"I don't want to hear your damn excuses! Get your stupid ass back here! I would think that you of all people wouldn't run off like Mindy did, but what the hell would I know? What would _any_ of us know, with you disappearing?!"

"Kohl, I'm not trying to hide anything," began Naruto, but Kohl had hung up. "What the hell happened?"

" **Why don't you head back and find out? I doubt you'll find any more useful information at this time of day."**

Naruto silently agreed, and ran back to Beacon.

* * *

Beacon:Headmaster's Office

* * *

Ozpin sat silently as he glared daggers at the leader of team CDRL. Said teenager didn't bother looking remorseful for what he did, and simply seemed annoyed, which infuriated Glynda even further.

"Mr. Winchester," began the headmaster. Although calm, there was a very icy undertone in his voice. "Care to explain your actions?"

"Goodwitch already told you," he replied, crossing his arms in defiance. "What more do you want to know?"

"Cardin, this is not your first time being in my office for your violent behavior," reminded Ozpin.

"We're training to be Huntsman," he shot back. "Am I supposed to be gentle when fighting the enemy?"

"Ms. Rojas is not an enemy!" Glynda bit back, slamming her riding crop on the desk.

"Not to mention you attacked her when she had her back turned," added Ozpin. He sighed, and took a drink from his mug.

"We were sparring," he tried to explain.

"Bullshit!" shouted Glynda, her glare full of murderous intent. "You lost, and instead of taking the defeat with grace, you took a cheap shot to Marie!" Cardin flinched at Goodwitch's outburst, and sat further in his seat.

"Mr. Winchester," began Ozpin, as he began to type away at his scroll. "You're expelled. Please return all your books to Dr. Oobleck, and collect your belongings from your dorm. You are not allowed back on campus, and should security or staff see you, it will be considered trespassing and will be dealt with as such. I will send out a letter to the other headmasters to let them know the reason for you expulsion. I don't imagine they will take you after reading the report Ms. Goodwitch will attach to said letter. Your future as a Huntsman is now over."

"You can't do this," shouted Cardin, standing up in protest. "I earned my spot here!"

"And now you've lost it," replied Ozpin evenly. "You have three hours to be out of our facilities. Stay any longer, and I'll have you escorted out."

Cardin stared in absolute hatred at the green-clad man. After a brief moment of contemplation, he finally left, silently fuming.

"You're as soft as ever, Ozpin," Glynda replied annoyed.

"We must remain as diplomatic as possible," reminded the headmaster. "Don't think I don't share your fury."

"I'm going to check on Ms. Rojas."

"Of course," replied Ozpin, as he swiveled his chair to look out his window. As he heard Glynda leave in the elevator, he cursed under his breath. He could already feel a headache forming.

* * *

Beacon: Infirmary

* * *

Kohl paced back and forth as he silently fumed. Although he knew that he was being irrational, especially at blowing up on Naruto as he did earlier, he could not contain his frustration. He had tried contacting Mindy, but her scroll was either off, or in a low reception zone. He watched Marie's room from the waiting area, but it did little to calm him. He tried to focus on his breathing, when he heard a soft voice behind him.

"K-Kohl?" squeaked his partner. She seemed a bit off, but seeing her for the first time that week threw him off.

"Mindy? Where were you?" he asked, his voice still holding a hint of anger. "Do you know how worried you got us?!"

"I-I'm s-sorry," she managed to get out. "I j-just wasn't f-f-feeling like myself…" Kohl bit his tongue, literally, to prevent him from retaliating against his friend. He vaguely tasted blood.

"It doesn't matter now," he replied calmly. "Marie is in there, they haven't let me in yet."

"What happened?"

"She got dome-checked by Cardin when she wasn't looking," he replied, annoyed at the other student. "The nurse let me know that her Aura took the brunt of the attack… she's going to be ok, I'm sure."

"T-that's good," smiled Mindy, although her eyes began to fade back into blue. Kohl didn't notice, as he sat himself down on the chair and looked at ground.

"That damn Cardin…" he cursed, making a fist. "When I see him, I'll end him."

"You shouldn't say that stuff out loud," said Skylar, although she raised her voice to match Mindy's.

"You're right," he admitted, although he found it strange how Mindy had begun to talk. "Mindy, you're leaving again, aren't you?"

"No, I just had to think some things through," she replied, looking away.

"Good… Marie has been wanting to see you," he informed. Skylar was about to ask why, when the doors swung open, and an out of breath Naruto came in panting.

"Where -huff- is she?" he asked. He looked around, and spotted Kohl, causing the blond's face to grow concerned. "Kohl, I'm sorry, I'll explain everything later, but where is Marie?"

"She's in there," answered Kohl, feeling tired. It seems his team was once again together. Naruto seemed to have just noticed Mindy, as he was surprised to see her.

"When did you get back?" asked Naruto, almost in a whisper.

"She got here like five minutes before you," replied Kohl. "I'm going for a walk. I've spent far too much time in this damn waiting room because of you three." The Faunus boy then walked off, as Naruto couldn't find anything to say to him. He looked over to Midnight, and he felt relief wash over seeing that she was fine.

"Hey, Mindy," greeted Naruto softly. "Welcome back."

"That's it?" asked Skylar. "I've been gone for days, and that's all you have to say to me?"

"Well, if you didn't tell us why, I imagine it must have been something you wanted to keep personal," reasoned Naruto. "I'm not going to hound you over it, I'm just glad you're back."

"Wow," replied Skylar, a bit impressed by the maturity displayed by the one most considered the least mature in their team. "Thanks, Naruto."

"Don't worry about it," he brushed off. "Let's just wait for Marie to wake up. Did Kohl tell you how she ended up in there?"

"I don't think you'd want to know," whispered Midnight, temporarily taking over.

"Why do you say that?"

"It might… you know," she gestured to her stomach. Naruto understood, but now found himself even more curious, although it was fueled by suspicion. He decided against interrogating his friend, and sat in silence.

" **This anger you're feeling will make you more susceptible to my control,"** reminded the fox.

'We have a deal,' Naruto replied mentally. 'I trust you to keep your end.'

" **That's rather naïve,"** the fox replied amused. **"but very well, we'll see how far this newfound trust gets you."**

Naruto didn't respond, as he was busy listing the possible people who could have hurt his partner. While his friends were the first to come to mind, he quickly dismissed them, knowing they wouldn't cross the line.

* * *

Mistral: Four Years Prior

* * *

"Are you ready, Lilac?" a young Marie asked the young deer Faunus. "I know he looks tough, but you can totally handle him, honest!"

"I don't know…" said the violet haired girl. Her small antlers poked through the sides of her head. She looked down to her basic sword, which she was not very good with.

"You just have to have some confidence," assured Marie. "I mean look at Pyrrha Nikos! She's our age, but she's the fan favorite! I bet she has the same thoughts, but she still tries her best, so come on, just go out there and give it your all!"

"Marie…" began Lilac.

"Remember, if we win, we can use the prize money to get out of the slums, and make it big somewhere like Vacuo or Vale. If those places don't work, we can always head to Menagerie."

The Faunus girl tried to appear confident, but she was visibly shaken.

"Hey, this is my first tournament too, remember? If we fail, there is always next year! Come on, don't feel so pressured."

"R-right," she realized. She walked into the arena, and heard light cheering and applause scattered through the audience. Marie swelled up with pride as she saw her introverted friend prepare to fight her first opponent, before things began to fade into another picture.

Standing in the ring was now Marie, confused at the transition. She looked around and saw her opponent charging at her with a huge sword. Panicked, she ducked and lunged at the man's knees, tripping him and caused him to tumble out of the ring. She received laughs and applause for her unorthodox victory, but to her, it was a victory nevertheless. After enjoying her short time in the limelight, Marie headed back to the back, where Lilac was waiting for her.

"Did you see me?" she asked excitedly. Her friend nodded, but she wasn't as enthusiastic. Obviously her earlier defeat still had her down. "Hey, I'm sorry I made you get in there… I'll win this for the two of us, alright?"

"That's not it," the girl replied lowly. "I'm no good at anything… I can't even stand up to those boys who pick on me for my antlers, but you can."

"So?" asked Marie. "That doesn't mean anything. Those guys are jerks, why do they matter."

"Because I can never be as good as you!" shouted the Faunus, her voice cracking a bit.

"Lilac…" whispered Marie, feeling guilty. "I never meant to…"

* * *

Present

* * *

"I didn't mean to," mumbled Marie, still unconscious in her hospital bed. "I'm sorry..."

* * *

Undisclosed Location

* * *

"That lying rat," she hissed.

Cinder watched the traffic footage of the fight Torchwick and Neo had gotten involved in, when she noticed the unassuming woman wield the powers of winter with ease. The control and power made Cinder's half-Maiden powers pale in comparison. Anger and a bit of envy filled her as she flexed her own power, conjuring a small ball of fire in her left hand. She made a fist, and snuffed it out, as she composed herself. Her plans to infiltrate Beacon as a Mistral student was already underway, and there was no turning back now. She opened a cardboard box, that held her uniform. They still had about a week before they planned on going, but she could no longer leave the work to Torchwick, which threw a rather large wrench in her plans. Without the admittedly smooth criminal, she would have to find somebody to take his place while dealing with the White Fang.

"If you want something done right… do it yourself," she muttered, as she began to change. Silently, she vowed to make Torchwick pay for double-crossing her.

"Ma'am, we're ready to go when you are," called out Emerald from behind the shut door.

"Good," replied Cinder. "Tell Mercury to not antagonize Lily, I am not in the mood to deal with any headaches."

"Yes Ma'am." Cinder quickly finished changing, and stepped out. Mercury was fiddling with his tie, visibly uncomfortable with it around his neck. Emerald seemed fine with her uniform, however, Lily had gotten a male uniform by mistake. From the looks of it, Mercury was responsible for the mishap, but Cinder refused to acknowledge it.

"Alright children," began Cinder. "We're going undercover." She turned to each person one by one, to ensure her rules were clear.

"Emerald, no killing. Mercury, no racism. Lily, make yourself scarce." The three nodded, and followed the half-Maiden towards the docks, where the ships would be arriving.. "We must arrive with the rest of the Mistral students, who should be here any minute now."

* * *

Several Days Later

* * *

Torchwick and his two associates had taken upon themselves to leave Vale to lay low for a while. While he suspected Cinder to find out of his betrayal sooner or later, he would have preferred it be later, rather than sooner. Now, they were 'visiting' a nearby village known for its metalworking, and rifles.

"I don't think we should be walking around so boldly," warned Sapphire, as Torchwick and Neo didn't bother disguising themselves.

"Don't worry, Frostbite, it's a small town. We'd raise more suspicion if we hid our identities. If they know who we are, and everybody knows who I am, they'll know we're not to be trifled with. This place doesn't have guards, or Huntsman, due to how close it is to the main city."

Neo nodded in agreement, as Sapphire decided to focus on one thing.

"Um, 'Frostbite'?" she asked.

"It's a term of endearment," he replied coolly. "I think it's fitting."

"Do you normally give friends nick-names?" asked the Winter Maiden.

"I usually give one to everybody," he replied, now that he thought about it. He called the pesky scythe wielder, 'Red', the Faunus girl 'Kitty-cat', the Faunus boy, 'Bird-boy,' and Red's sister, 'Blondie'. "Huh..." Roman was about to think of more names, when Neo began to tug at his sleeve. He looked over where she gestured, and saw a tall teenager pounding away at some metal. "Who is that?" he asked. Neo typed away at her scroll.

"That is a Huntsman in training. He's pretty aggressive, and could prove useful."

"Is that so?" grinned Torchwick.

"Or cannon fodder. Either way, it's win-win."

"That's very true," he agreed. He turned back to Sapphire, and grinned briefly. "Alright Frostbite, you're up."

"Up for what?'

"Little recruitment," he answered, as he explained his little plan in a whisper. Sapphire nodded in understanding, but found it a bit strange that Torchwick would want such a young recruit. Despite her better judgement, Sapphire agreed, trusting Roman.

"That boy there?" she asked, seeing what appeared to be a blacksmith's apprentice adjusting some of the internal workings of a rifle. Roman and Neo nodded, and walked away, giving her all the space she needed. "Um, alright…" she mumbled to herself.

* * *

City of Vale

* * *

Penny and Cobalt continued to walked around the city of Vale, although they had already created a mental map each. While Penny was glad to have found a new friend, rather than whatever she considered Ceil, she noticed that Cobalt has been acting differently.

"Hey, Cobalt," began Penny, breaking the comfortable silence between them.

"Yea?" responded the boy.

"Have you been well?" she asked, unsure how else to phrase it.

"I believe so," he replied, as he began a scan for any irregularities. "Why do you ask?"

"Well, I don't have many friends," she admitted. "But when Ruby was looking for her friend Blake, it was because she was keeping things from her team. I remember telling Ruby I would want my friends to tell me things…" Penny scratched her cheek absentmindedly. "So, um, is everything ok?"

"I'm fine," he assured, letting Penny's words sink in. Penny seemed disappointed for a moment, which caused a strange pang of guilt to run through his circuits. "Well, to be perfectly honest, I'm not sure what I'm feeling anymore."

"What do you mean?" asked Penny.

"I guess you can say that you and I have a little bit more in common than you might think," he replied cryptically. The silver haired teen looked around, and motioned for her to follow him. Navigating the city through the back streets, the two arrived back at the docks.

"Why are we here?"

"I want to show you something," he answered, as he unbuttoned his shirt.

"Why are you stripping?" asked Penny, a bit confused. The teen took his shirt off and revealed what appeared to be a normal chest, but red lines began to form, and his chest began to open up. "Do you have an artificial heart?"

"What? No! I mean I do, but that's not what I meant," he deflated, as the lines spread to his arms. "I _am_ artificial," he explained. "I was manufactured in a lab back in Atlas."

"You're like me?" asked Penny, almost hopeful.

"Yes and no," he sighed, struggling to find the words to explain his situation. "There's a lot of classified information I can't share… but the gist of it is that I don't have an Aura like you, and whatever it is that I _do_ have, nobody understands it. General Ironwood has told me to refrain from using my weapon systems until he can ask Mr. Uzumaki about it. Listen you can't-"

"Sensational!" cheered Penny, throwing Cobalt off. Before he recovered, he found himself being crushed by his fellow robot in an unexpected hug. "I'm so happy I'm not the only one anymore! I tried not to think about it for Father's sake, but sometimes I couldn't help it!"

"What is going on?" asked the confused teen.

"Oh, I'm sorry!" she apologized, releasing the taller teen. The two stood there awkwardly for a moment, looking at each other.

"Anyway…" began Cobalt, before he felt a message incoming. "It seems General Ironwood wants us to meet with him at the hotel."

"You have an internal messaging system too?" asked Penny. "Oo, oo, sync up with mine! We can use it on the battlefield to coordinate our attacks." Cobalt didn't protest, and simply crouched down slightly, so Penny could press her forehead against his to synchronize their systems. 'Testing, testing. Do you read me?'

"Loud and clear," responded Cobalt aloud.

"Great!" cheered Penny, as the two made their way to Ironwood's room.

* * *

 **A/N**

 **So... I'm back?**

 **I did not mean to take two months off, believe me, I really didn't.**

 **Anyway, I should get back to a semi-regular schedule, so stick around. That being said, there a few things I'd like to say before I wrap this up and get to to my response to my reviews. (Warning #5 is a rant).**

 **1\. Holy shit, this story has 503 follows as of today, which to me is mind blowing. I was a fresh writer when I started this story, which was back in September of 2016, and now I have all you loyal followers. I want to thank you all.**

 **2\. I will still try to respond to individual reviews as soon as possible, but I will share some if the questions are relevant, or just needs to be cleared up in general. I update my Bio whenever there is a change to my schedule, or updates, so check that out.**

 **3\. The contest I mentioned before will be held a few months from now, so get those OC's fleshed out. I still haven't decided what I want to do to hold it, but when I finally decide I'll let you know. (If you have suggestions, I'm open to hear them. Message me directly, please don't put your suggestions in a review, thanks)**

 **4\. The Fox Who Tried will be updated soon, so if you're more into a darker take on Naruto, or want to see my take on Team STRQ, check that out.**

 **5\. To the Guest reviewers, You guys complain a lot, to be frank. I mean I know I'm not the best writer in the world, and I know that my story won't be everybody's cup of tea. Despite this, I do try to explain things to my readers, and reviewers, since I do want this to appeal to some people. That being said, I respect those reviewer a hell of a lot more than you all, mostly because they give me the chance to open a discussion with them. One has even gone as far as calling me idiotic, because I made a decision he didn't agree with, but at least he didn't hide it. You all hide behind your anonymous bullshit after ranting about 'oh you nerfed the protag' or 'I want this pairing'. Look, there are some guest reviewers who provide actual criticism or tips to improve my overall writing, and they're the reason that I allow these sorts of reviews. The rest of you are just pathetic. If you're going to waste my time or insult me, at least be big enough to log in so I can respond accordingly. Otherwise, I won't bother letting your review go up.**

 **SenorCheesecake: I'm sorry for allowing you to go into withdrawal. I hope this chapter, as short as it was will be sufficient for you to hold out for the next update.**

 **Guest1: Midnight's issues will be addressed, but I don't want there to be too many things taking place at once. If I tried to tackle every plot point I've set up for, it would be a hot mess of confusion. Please be patient, and while I don't want you to forget about the side plot going on, try to focus more on what's going on with the rest of the team.**

 **Guest2: I know how Sage Mode works in canon, but I am deviating a little from it. While I appreciate you explaining it all to me, it's unnecessary.**

 **Guest3: Maiden power might be magic, but they control the elements. Amber didn't conjure a ball of plasma, conduct necromancy or heal herself when she was injured. There are a lot of schools of magic, so, although Maiden powers are rooted in magic, they are also nature based.**

 **Eeezy-Easy: Sage Mode is essentially mixing nature chakra into one's normal chakra, so I don't see how he could only use his own chakra while in Sage Mode, unless you want him to enter Sage Mode, then exit Sage Mode each time he uses Chakra, because it's not like he magically has additional reserves where he stores his nature chakra. Also, Naruto is constantly using his Sage Chakra when he fights using the Frog Kata, so while he's not throwing waves of it around, it is coated around his strikes.  
As for your concern about an army of 'Nine-Tails Chakra robots' who are immune to Kyuubi chakra... I don't see how you can jump from one 'robot' (Cobalt) who can't utilize the chakra in it's raw form, and who was also already attacked by Kyuubi-infused Naruto back in chapter eleven, to whatever it is you're thinking. Don't jump to conclusions, dude.**

 **BBWulf: I'm glad you are enjoying the OC's. I spent a lot of time trying to figure out their dynamics as well as balancing them out with Naruto.**

 **THE-Twilight-BlazeKnight: Ah, my old friend, how are you? Thanks for the thoughtful review, I really can't tell you how much it means to me that you put in so much time in telling me exactly what parts stood out to you.**

 **Ultimatrix bearer: I'm happy that somebody is appreciating Midnight's side plot.**

 **Rio Skyron: I believe I already responded to you, but to make sure,**

 **1\. No, I saw it that way too.**

 **2\. I am actively refraining from reading anybody's OC, as I don't want to be biased towards any of the future participants.**

 **3\. Yea, Pm for details, if you still want to.**

 **Alright, that does it for last chapter. Please let me know what you thought about this chapter, and thanks for sticking around for this long. I'll see you all the next time.**

 **~LVR6**


	22. Trust is Like a Mirror

Chapter 22: Trust is Like a Mirror

* * *

Midnight and Naruto sat in silence as they awaited for news on Marie. While Naruto knew the gist of what happened, he wasn't sure why his teammates wouldn't give him the details. When he asked Midnight, she kept changing the subject, so he figured he'd ask her something unrelated.

"Did you dye your hair?" he asked the girl.

"W-what?! No!" she replied, almost defensively. "What makes you say that?"

"You had white hair before," Naruto replied, grabbing his own hair for emphasis. "Like _really_ white, like Weiss' hair." Midnight grabbed a lock of it and inspected it, to see it was a soft blue color. "I mean, it looks good on you."

"Th-thanks," she replied with an embarrassed blush.

" _He's quite observant,"_ remarked Skylar. " _You should be careful around him."_

"Naruto?" asked Midnight, "can we talk later? It's about… that book…" Naruto immediately made the connection, and nodded. "Thank you."

"Of course," he said with a smile. "Let's just wait for Marie to wake up, alright? I'm sure she'll be relieved to see some familiar faces." Midnight nodded with a gentle smile, as she tried to hide her concern.

* * *

Training Room

* * *

Kohl found himself rolling away from an explosion of ice, and shakily got back to his feet. Looking up to his opponent, he saw Weiss standing in a white glyph before zooming towards him, Myrtenaster poised for another thrust. He hastily lifted his sword to block, but was disarmed by the short girl, and found himself staring at the ceiling once more. He felt the tip of her sword pressed down on his neck, and he sighed in disappointment.

"I yield," he groaned. Weiss smiled, and offered him a hand to get up.

"You're getting better," she offered.

"Not good enough," he replied, taking her hand. "At this rate, I'll get eliminated first during the tournament."

"You know, I still refuse to believe that is what this is all about," Weiss said in disapproval. "I mean, from what Ruby has told me, you're the one who wants to win this things most on your team, but why would you wait to train until the tournament is only a few weeks away?"

"I _really_ like procrastinating," he replied sarcastically.

"Charming," she replied shortly. "Seriously, what are you trying to do?" She stared at him expectantly, and he let out another sigh of defeat.

"I don't want to be the weakest link anymore," he admitted after a pause. He looked over to the empty seats, where the rest of Team RWBY would often watch their spars. "I'm better at strategy, but when I'm in a fight, it all goes out the window."

"So you have trouble translating what you know on paper to something you can execute in practice?" clarified the Ice Queen. "That's a lot easier to work around than trying to build you from the ground up."

"What do you mean?" the Faunus boy asked.

"I'll show you next time, we're done for today," she said, sheathing her weapon. "Now, it's your turn."

"Right," he replied, remembering what he had agreed to. "I don't know if I've mentioned it before, but I'm from Atlas too, just not from the actual city. My family and I lived outside the kingdom walls, in one of the mining towns."

"Oh," Weiss replied, with a wince. She had heard rumors about what went on outside the walls, so she was beginning to paint a mental picture of his childhood. It wasn't pleasant.

"When I asked you if your father had any financial issues about ten or so years ago, it's because my town got a notice that your company needed us to produce more, or we'd lose other 'services'. In short, we were expected to mine more Dust, despite a lot of us being too sick to work the long hours, and the Atlesian Knights would be cut down by 'sixty percent', but that number was bullshit. There weren't any by the end of that week." Weiss looked away from the teen, who had obviously not gotten to the worse part.

"What happened?" she asked, although she honestly didn't want to hear the answer. However, now that she had time to think about it, Winter had gone off to work with the Atlas Military around that time. Unsure if there was a correlation, Weiss kept it to herself.

"A few days after your company implemented the changes, there was a Grimm attack. It wasn't many of them, but without the Atlesian Knights to buffer them for some Huntsman to show up, more than a few got in."

"How did you make it through that?" asked Weiss.

"My Semblance," he replied wistfully. Before she could ask what it was, Kohl began to fade from existence, leaving Weiss to look at the empty room.

"Kohl?" she called out.

"Still here," he replied, his voice coming from the same spot he vanished from. He slowly faded back into existence, which amazed Weiss. "It awakened during the attack, and I was the one of the only survivors. Look, I know he's your father, but I can't forgive him for what he's done."

"I don't expect you to," admitted Weiss. "The truth is, I know what kind of monster my father can be… the monster he _is_. I've made up my mind though."

"About what?" asked Kohl, now confused.

"I'm not going to be what he wants me to become," she replied. "He's dragged our company's name through the mud, and I refuse to allow him to continue to make every decision for me. I will shape my own future, his vision be damned!"

"Wow, I haven't seen this side of you before," remarked Kohl, rolling the stiffness out of his shoulder.

"Sorry, I didn't mean to ramble," apologized Weiss.

"No, it's fine. Actually, I'm sorry," Kohl admitted. "The first apology wasn't exactly sincere, but now I see I really was wrong about you. While you do share names with the man responsible for what happened to me, you aren't anything like him."

"You don't even know me that well," Weiss tried to argue, trying to hide how much his statement really meant to her.

"I don't have to. Your father was willing to let Faunus die for the sake of money. You actually listened to my story, which is more than I can say about him."

"Thanks," she smiled, looking away. "Well, I guess that wraps up for today, huh?"

"Yea, I guess so," agreed Kohl. "So how's Yang's leg?"

"The doctors say she'll have her cast off by the end of the week," replied Weiss, as the two made their way out of the training room. "And how are things with that Lily girl?"

"As confusing as ever," he sighed. "Honestly, half the things she says don't make any sense."

"Things like what? Maybe I can help."

* * *

Hospital Wing

* * *

"Alright, you're good to go," Nurse Rosa said to Marie, who had a white bandage around her head.

"Thanks," she replied gratefully. "How long until I can get back to sparring?"

"I would normally say to wait a few days, but with Naruto as your teammate… just don't do anything life-threatening, alright? You should be fine if you don't get hit on the head that hard again." Marie nodded, and changed back into her school uniform. As she stepped out, she saw Naruto spring out of his chair hug her.

"You're ok!" said Naruto. "What happened?"

"I thought it would be pretty obvious," she deadpanned, pointing to her bandages. She noticed her Midnight standing with a worried smile on her face "You're back Mindy!"

"I'm glad you're ok," she said softly. "Kohl made it sound really bad…"

"Yea, he's a worrywart," Marie waved off, not wanting her team to be concerned. "Where is he, anyway?"

"He said he's had it with waiting rooms," replied Naruto. "With me, Mindy, then me again, and now you, I think he's done with this hospital wing."

"Can't say I blame him," agreed Marie. She recalled her dream once more, and images of Lilac's face flashed through her mind. "So have any students from the other schools gotten here?"

"Not that I know of," replied Naruto with a shrug. "Aside from then ones we've already met."

"Oh, you mean Neon and Flynt? They were from Atlas, right?" Naruto nodded. "Well let's go back to the dorm, maybe Kohl is over there. We'll have plenty of time to meet them."

* * *

Beacon

* * *

"Do were really have to attend classes while we're here?" groaned Mercury, as he tugged on his tie for the millionth time. He was not comfortable with anything around his neck.

"We have to blend in," explained Emerald. "We can't let anybody know what we are really here for."

"Well said, Emerald," complimented Cinder, as she accessed a ton of Beacon's databases. She frowned a bit, not seeing anything of interest. "Lily, you've been quiet ever since arriving. Care to share what's on your mind?"

"Nothing of importance, ma'am," replied the Faunus girl. "Do you have something for me to do?"

"I want you to scout the school," replied Cinder. "Make note of any security short-comings, any peculiar students, and anything that may complicate our plans."

"Um, Cinder, ma'am, would it be alright if I joined her?" asked Emerald. "People might find her suspicious if she's wandering around by herself."

"Very well," agreed Cinder. "You two go, Mercury, you'll stay put. I _cannot_ afford to have you be a loose cannon." Mercury huffed in annoyance, but obeyed.

* * *

"Why did you want to come with me?" Lily asked, almost in disgust.

"I like to know who I'm working with," replied Emerald evenly, before her gaze softened a bit. "I know Mercury can be a bit hard to get along with-"

"If you're going to try to defend him, save your breath," hissed the Faunus girl, glaring at the master thief.

"Look, I understand why you don't like him, but what did I ever do to you?" demanded Emerald.

"You can tell a lot about a person by the company they keep," Lily replied.

"Is that why you're always alone? Closed off in your own little world?" asked Emerald fed up with the Faunus girl's attitude. "Listen, I used to be a street rat, so I know what it's like to keep everybody at a distance… but after Cinder found me, I saw how empty that life was. I can't excuse Mercury's attitude, after all, I never wanted him on the team," she added lowly, " but Cinder isn't as cold as she appears. Just try to keep an open mind, yea?"

"I'll think about it," Lily replied, not totally convinced. The two looked at the rows of lockers spread down the hallways. With a quick scan of her scroll, Lily was able to unlock one, revealing a pair of handguns. "The security for the lockers are minimal, let's check the classrooms."

"How'd you do that?" asked Emerald, a bit impressed. While it _was_ just a locker, Lily had opened it rather quickly.

* * *

Dormitories

* * *

Naruto, Midnight, and Marie had found Kohl walking out of team RWBY's dorm, with was somewhat of a surprise, given that he would normally hang out with Ren and Nora.

"What were you doing in there?" asked Marie, her curiosity peaked.

"When did you get out?" Kohl asked back. "What did the doctors say?"

"I'll be fine," Marie brushed off, "don't avoid my question."

"I was talking to Weiss," he admitted.

"Wow, you two went from hating each other to being best friends. When did that happen?" laughed Marie. Kohl let out a loud sigh. "Alright, I'll drop it. Come on, I'm hungry, let's go eat something. We're finally all together!"

"Alright," he agreed easily. After his spar with Weiss, he did work up an appetite.

"You think we're ready for the tournament?" asked Marie, pushing her fist into her palm.

"I hope so," chimed in Midnight.

"We'll be fine," added Naruto, putting a hand on Midnight's shoulder. "We're definitely ready."

"What about you Kohl? You were the one who was most excited a few weeks ago," noted Marie.

"I think we have room for improvement," he shrugged, "but there is no way of knowing how strong the other school's teams are. We shouldn't slack off just in case." Marie turned to Midnight with a grin, as she pulled on Kohl's face.

"See? I told you he's a worrywart," she teased with a baby voice.

"Whatever," Kohl sighed, as the four walked towards the cafeteria.

* * *

Undisclosed Location

* * *

"So, tell me why we're recruiting the kid again?" groaned Torchwick as he watched the former team leader of CRDL get knocked around by Sapphire. He turned to his partner, who gave him a pointed stare. "I know, I know… Still, he's not really that impressive. I mean Red and her team have grown to be really annoying… but him? I don't see how he got in."

"That's enough for today," Sapphire said, offering a hand to Cardin. "You're getting much better!"

"Whatever," growled Cardin, feeling thoroughly embarrassed, though he tried to mask it with anger. He was physically larger than his opponent, but it seemed it was due to that fact that he couldn't hit her. He vaguely noticed the room grow a bit colder, but dismissed it.

"Anyway, tell me kid, why'd you get kicked out?" asked Torchwick walking over to the tall boy.

"How'd you know about that?" Cardin asked angrily, which led to the criminal to smirk.

"I didn't, but given that you've been here with us for the majority of what _would_ consist of school hours, I guessed," Roman laughed. "I imagine those fancy schools divvy you all up into teams, right? Where's yours?"

"They're still going," admitted Cardin, before staring down Roman. "I know who you are, Torchwick."

"Oh?" Roman smirked, subtly signaling Neo to stand down. The mute girl took her hand off her umbrella. "What good is that going to do? Do you plan on turning me into the authorities to get your spot back at your school?"

"I thought about it," admitted Cardin, "but you have it figured out." Now, Torchwick was interested. "You're wanted in all of Vale, but you casually walked into my hometown knowing everybody would be too scared to do anything."

"You're not a dumb as you look, boy," commented Torchwick. Sapphire stood by, listening intently to her new 'friends'.

"Not to mention you've robbed a ton of Dust shops last semester, and are still out doing whatever you want. I've seen the effects you were able to do, and I finally figured I was in the wrong gig this entire time." Now, Torchwick threw an arm around the teen, with a laugh.

"We're going to get along just fine, kid." Cardin shoved him off, but held a determined smirk. "So, what can you tell me about the security around Beacon?" Cardin's smirk grew into an evil grin, as he took out his scroll, enlarging a map.

Now Sapphire felt a bit uneasy.

* * *

Later that evening: Beacon Courtyard

* * *

"What did you want to talk to me about?" asked Naruto, as Midnight walked closely behind him.

"I… We, er…" she struggled to say. "Naruto, do you remember why we began looking for that author?"

"Of course."

"Well, my other… my mom, we talk sometimes…" she struggled to say. "I mean, I'm Midnight now, but I don't remember what happens when she takes over…"

"Mindy," began Naruto, clasping her hands in his own. "It's alright, I won't freak out. I have skeletons in my closet too. Just calm down for a second, alright?" Midnight looked down to her hands, and her eyes flashed blue.

"Don't touch her!" shouted Skylar, pulling her hands away. "Who do you think you are, groping Mindy like that?"

"W-what?" asked Naruto, before realizing who he was speaking to. "You're Mindy's mom, right?"

"I don't have to answer your questions, kid," she bit back sharply, "and you better keep those filthy mitts to yourself, before I cut them off."

"Stop it!" Midnight shouted back, confusing Naruto. While he drew some parallels with his situation with the Kyuubi, the speed of which they changed personalities was much more sudden. "I'm sorry, Naruto… She's really… defensive…"

"That's fine, but what is going on?" asked Naruto. "What are were here to talk about?"

"Professor Ozpin," she sighed, as she visibly strained to keep Skylar from lashing out. "He… wants to, er, separate us…"

"I told you I wouldn't let that happen," reminded Naruto. "If you don't want it to happen, it won't."

"I need it to happen," Midnight managed to choke out. "She's…. she's…"

"You're losing control," realized Naruto. "Your hair… leaving for those few days… that wasn't you, was it?" Midnight shook her head, as she clutched her head.

"I can try to keep control, but she's getting stronger…"

"We'll figure this out," he assured, although he had no idea how. "We'll talk to Ozpin first thing in the morning, alright? You need to get some rest."

"O-ok," she stammered. She wordless followed behind, her eyes once again turning blue, and a smirk forming.

* * *

Headmaster's Office

* * *

Ozpin and Glynda stood solemnly as Ironwood walked out of the elevator doors. He immediately sensed the atmosphere, and decided to keep it formal.

"Ozpin, Glynda," he greeted.

"I'm grateful you've arrived at such a short notice," Ozpin began, as polite as ever. "Unfortunately, the reasons I've asked you to come here…" He let the sentence hang in the air.

"Why, exactly, did you ask me to come here?" asked Ironwood. Ozpin kept a steely stare, as Glynda expanded a screen to show the borders of Vale. In the video, large numbers of Grimm were amassing, as they quickly overtook some of the Atlesian Knights meant to stop them. The video panned to the background, where countless robot parts laid scattered, as Dust rounds were shot, and explosions shook the ground. What's more, there was a frightening trumpeting sound that was heard before the video was cut.

"This was shot last night," explained Ozpin. "I have sent a few Huntsmen to aid the fight, but at this rate, I'll be forced to take more drastic measures."

"I'll be more than happy to lend some firepower, Oz," began the General.

"That's not why we called you here, James," interrupted Glynda. She opened up another video, that showed a similar scene to the first, however there was an important difference. This area was not run by disposable Atlesian Knights.

"This is Commanding Officer Rocky, we don't stand a chance! We've lost more than half our men, and the Grimm don't seem to have an end to them in sight! I am requesting immediate assistance, ANYONE if you read me, send somebody. At this rate, we'll be overrun by nightfall. The Nevermores have taken out our Bullheads… we're stranded out here."

The transmission cut abruptly, and the same officer was shown, now sporting a head wound.

"Commanding Officer Rocky… we're dropping like flies… There are so many…" Rocky's voice had lost all hope at this point. There were loud gunshots, and the earth began to tremble. The same trumpeting sound was heard, and Rocky dropped his weapon. "If there are gods, please, have mercy on us…" A huge black foot came crashing down on the man, and soon after the feed cut off.

"General," Ozpin began, snapping Ironwood out of his thoughts. "We need our Fall Maiden. Is the machine ready?"

"We haven't been able to test it yet," Ironwood regrettably informed. "While we believe the process will work, our scientist have deemed it too dangerous as it stands. While the Aura _will_ be extracted… it's the infusion has proved to be extraordinarily tricky. If we had some sort of precedence, there may be a way to make it completely safe, but we're pioneering this technology, there is no way to make it perfect."

"What if there was a case that preceded Amber?" asked Ozpin, as Glynda raised an eyebrow.

"You can't be serious, Oz," she interrupted. "You do not have that authority."

"I am aware," replied the headmaster. "However we are becoming more and more desperate."

"Even so, there must be something else that can be done!" she insisted.

"What are you two talking about?" James asked. "What case precedes Amber?" Ozpin looked over to Glynda, who relented, but finally conceded.

"Ms. Midnight Fetchmara," answered Ozpin. He pulled up the files he had finally managed to complete, with Midnight's help, and displayed them all for Ironwood to see. "General, what I'm going to share with you must never leave this room."

"I understand, Ozpin," Ironwood answered. Ozpin nodded, and took a deep breath.

"As you know, there are four Maidens at any given time," began Ozpin. "There is Summer, Spring, Winter and Amber is our Fall Maiden. While she is the youngest Maiden, it is not by much, you see, the Winter Maiden was a young girl from Vacuo, Sapphire Fetchmara. She was about thirteen when she received her powers, and was already an aspiring Huntress. She had received training to become a fully-fledged Maiden, but her father was against the idea, and wanted his family to be, for lack of a better word, normal."

"What do you mean?" asked Ironwood.

"He was a scientist, you see. Using his own resources, according to Midnight, he was able to create a machine that extracts Aura, in hopes of taking away the burden of being a Maiden from his eldest daughter. His wife, Skylar, was adamant that it be safe, so she was the first test subject… and it proved to be fatal. While Skylar's body was destroyed, her soul, her Aura, was intact. Sapphire's father was stricken with grief, and three years later, he infused her Aura into Midnight, his six year old daughter in hopes of getting his wife back."

"You can't be serious," Ironwood said in disgust. "How can he do that to his own flesh and blood?!"

"James, focus," scolded Glynda, although she shared a similar reaction when she first heard. Ozpin sighed, as he moved around some of the documents.

"After this, Skylar's Aura temporarily overshadowed Midnight's child body and used her Semblance to kill her husband. This is where the legend of the Cerulean Banshee originates." Ozpin took a deep drink from his mug, and sighed tiredly. "Glynda and I are under the impression that Midnight still has a little bit of Skylar's will lingering in her body, which may be a side effect of possessing multiple Auras. Midnight has been forthcoming enough to share with us the location of her father's home, and we were able to salvage some of the research."

"Why didn't you give this to me sooner?" asked Ironwood, a bit tensely.

"Correct me if I'm wrong, but you did conduct experiments with Naruto's chakra without his permission not too long ago, didn't you General?" asked Glynda coldly. "Not only that, but you had an android to weaponized it despite not understanding the chakra's nature. If you could be trusted, you would have had this research weeks ago. In fact, I'm still hesitant to hand this over, knowing how you love to weaponized everything you see."

"That's enough Glynda," Ozpin interrupted. He turned back to the General, who had the decency to look ashamed. "James, I must remind you, Midnight's history must not leave this room. Do I have your word?"

"Of course, Oz," Ironwood said defeated. He placed his scroll on Ozpin's desk to obtain the data. Unbeknownst to the three in the room, a chess piece of a queen flashed on his screen before turning back off.

* * *

Dormitories

* * *

"Oh, now _that's_ interesting," Cinder grinned evilly. "Now, what _else_ do you have for me, General?" She almost giggled with glee at the unexpected drop of information, but despite being alone, she didn't make a sound. More and more schematics of the newer models of the Atlesian Knights as well as the Paladins came up, but one labeled Penny and another labeled Cobalt warranted a closer look.

"A robotic girl with her own Aura," she mused to herself, as she skimmed over Penny's blueprints. She clicked open Cobalt's and was confused. "This one runs on… 'Chakra?' What is that?" With a furrowed brow, Cinder pulled folder after folder, trying to find out what this new energy was. Before she got far, there was a knock at her door.

"Ma'am," called out Emerald, as she opened the door slowly. "We're here to report our findings."

"What did you find?" asked Cinder, as she shut her scroll.

"The electronic security around the rocket lockers, classrooms, forge and pretty much everything a student might need to use is laughable," informed Lily. "The locks for each professor's office is a bit more complicated, but they wouldn't hide anything of worth in there. Em and I were nearing the Headmaster's office, when we saw General Ironwood headed over there, so we had to abort. We can explore the rest of the campus tomorrow."

"There is no need," replied Cinder. "We now have access to every little secret Vale or Atlas has to offer. Now, we continue to blend in, and wait for the right time to strike. Due to Torchwick's, _defection,_ we will have to allow the White Fang to carry out our little project underneath Mount Glenn by themselves, although I managed to convince Adam to take Roman's place. With that minor speedbump taken care of, we should be able to carry out the plan on schedule."

"That's great news!" Emerald replied excitedly. "So we just have to pose as students for two more weeks?"

"Give or take," replied Cinder. "We must allow room for error, in case anything else unexpected should occur. For now, go to your rooms. We'll discuss more tomorrow when Mercury is present."

"Yes, Ma'am," the two girls said in unison, with a slight bow. As the two exited, Cinder allowed herself a small smirk, seeing that Ozpin and Ironwood had identical files labeled 'Chakra', and what seemed to be some sort of device to forcibly extract it from its host. After quickly skimming it, she compressed the files and sent them to one of her associates. A few minutes later, she received a call.

"What is this, some sort of joke?" asked a male voice.

"Not at all," replied Cinder, coyly. "I'm going to need this device before the Vytal Festival."

"What the hell is this 'Chakra' that it supposedly contains? Where did you get these files? !"

"Don't worry about the details, Arthur. Can you have these done?"

"Hmph, of course I can," huffed Arthur. "I'd rather know where my resources are going, than just take your word for it, Cinder. I imagine you've notified Lady Salem about this?"

"You needn't concern yourself with that either, Watts," Cinder nearly growled. Arthur simply began to laugh pretentiously.

"My, ruffling your feathers doesn't take much, does it?" he asked, before Cinder ended the call.

* * *

 **A/N**

 **I know I had stated that The Fox Who Tried would be updated soon, but if you're curious as to why it hasn't been, the reason is on my profile.**

 **As for the events going on in this chapter, I hope nothing was out of left field. I try to plant little seeds throughout the story so that nothing completely random happens, and so when things do happen, you can look back and see that the plot has been set for a while now.**

 **Please, let me know what you all think of this, try to predict what may happen, and if you absolutely hate it, let me know why, hopefully without the unnecessary insults. As doa570047 reminded me, I started writing this to allow my ideas to flow. I initially began this entire plot because I thought I had some original ideas, and hoped to do them justice... however somewhere along the line, it became less of what I envisioned when I started, and more to appease my reviewers. While I do appreciate you guys, I will allow myself the creative freedom to take this fic to where I had intended to take it, rather than stress over the nitpickers. There isn't a single story on this site that everybody enjoys, and I know now that trying to write one is an impossible endeavor. This doesn't mean I'll ignore reviews, I enjoy reading them a lot, even if recently I almost feel anxiety when I see I have received a new review, just because my rant last chapter caused a spike of anonymous reviewers to attack what I said.**

 **That being said, I don't know if everybody wants me to respond individually to their reviews, so if you do, leave a squiggle ~ somewhere in there. If it's not there, I won't address it directly, and will respond to it in the next chapter. Speaking of which, I want to address a few reviews now.**

 **He Who Seeks The Joys in Life: I understand my rant wasn't completely accurate, I was writing that note pretty late at night, so I wasn't completely there. I can't make you enjoy my story, and as mentioned before, I'm going to stop trying. I hope you find a story that better suits your interest; in fact, I encourage you to write a story, given how opinionated you are about Naruto and other fanfics. **

**rex4487:** **I won't stop updating this story until it's done. I apologize for nearly giving you a heart attack.**

 **SenorCheesecake;** **Apologize to your dog for me, and hopefully this update didn't scare it.**

 **THE-Twilight-BlazeKnight:** **I know I've said it a dozen times, but you give the most helpful reviews, especially when you give suggestions that fit in the theme of the story. A lot of times I'll read reviews on other stories, and more often than not, reviews will 'suggest' ideas that are, in reality, just what they want to see unfold. They try to shape the story to their liking, whereas you have helped shape it into a more coherent story that has less plot holes that slip through the cracks. Thank you again.**

 **DoctorAIDS:** **Teachers are human too, and while Goodwitch has more self-control than most people, even she has limits to what she will put up with. Ozpin may not approve of needless swearing, but Glynda was angry and Cardin showed no remorse... and he was going to be expelled anyway.**

 **phuxeds:** **This review means the world to me, because I spend weeks coming up with these characters, and to see such praise of them is just an amazing feeling. A few early reviewers weren't fans of them (Kohl particularly), but I'm glad at least one person has found them to be acceptable characters. Thank you again.**

 **Hejtan:** **1\. Here it is.  
2\. I understand, Naruto doesn't fight like himself in this fiction, but as I explained, he his hiding his abilities, as he isn't sure what kind of attention it would bring to him. As for trying new things, he's learning to use his new weapons, but the foreign concept of guns has slowed down his progress, along with having a ton of things on his plate at the moment.  
3\. Thank you, I appreciate that a lot!  
4\. Um, see 1? **


	23. Fool Me Once

**Chapter 23: Fool Me Once...**

* * *

"Are you sure you want to do this?" asked Naruto, holding on to Midnight's hand. The white haired girl hesitantly nodded. Sighing to himself, Naruto lead her to Ozpin's office. While he had promised her to keep this from happening, she had changed her mind. Surely, that didn't count as breaking his promise, right?

"Naruto…" Midnight whispered, as the elevator stopped at the top.

"What is it Mindy?" he asked softly. He noticed her terrified expression, and tried to reassure her it would be alright.

"I'm… scared…" she said in a fragile voice.

"I know," he told her. "I'll be here for you, through it all, alright? Try not to worry."

"O-ok," she agreed. The two turned back to the doors, and pressed the button to open them. Before they were fully open, Naruto and Midnight duck to avoid what seemed to be gunshots. Upon closer inspection, it was just specks of sand.

"Come out," said a familiar monotonous voice. Naruto's eyes widened in shock, and he jumped out of the elevator to confirm his suspicious.

"Gaara?" Naruto questioned. "What are you doing here? How are you here?!"

"It's not safe, Naruto," he said evenly, ignoring his question. The blond now further confused, turned back to Midnight, only to see Skylar in her place. Before he could react, he heard the same piercing screech he had heard once before. Naruto covered his ears, as he saw Gaara controlling waves of sand at his teammate. He took a step back and found himself by Ozpin's large window, seeing the glass beginning to ripple and crack from the shriek.

"Stop this!" Naruto tried to yell, but he couldn't hear himself. He watched as the screech broke apart Gaara's sand constructs, and cause his ears to bleed. Once he was incapacitated, Skylar walked over to Naruto, picking him up from the ground. "Why are you doing this?"

"It's simple," she said sweetly. The smile she wore was unnatural. "I don't–"

Before she could finish, he saw Midnight run at the pair, and tackle Skylar. Naruto fell to the ground, confused at what he was seeing, but saw that Midnight's tackle had taken the two through the window.

"Mindy!" he shouted, as he watched the two fall to their inevitable doom.

"It's not over," Gaara managed to utter out. He slowly rose, ignoring the blood trailing down the sides of his head. "Come on Naruto."

"Come on what?!" Naruto shouted to his old comrade.

"It's time," replied Gaara cryptically. The red-headed Kazekage raised a hand and two streams of sand grabbed a hold of Naruto's shoulders and began to squeeze. Naruto began to panic as the sand shinobi began to shake him violently.

* * *

"GET OFF ME!" Naruto shouted jolting awake. He frantically looked around his room to see a startled Marie with a hand over her chest. "M-Marie, I'm sorry, I thought I-"

"No need to explain," she waved off, before she laughed nervously. "I guess we're even now, huh?"

"What?" asked Naruto, trying to calm himself down.

"Back in Forever Fall," clarified Marie. "When Kohl and I scared you. We're even now."

"Yea, sure," Naruto agreed. "I didn't mean to shout, it's just…"

"You were having a nightmare again, weren't you?" asked Marie. She seemed to be trying to play off the terror he instilled into her, but Naruto could see through it. "I get it. I guess some nights are worse than others."

"What are you talking about?" asked Naruto.

"The nightmares," she repeated. "I don't know how to explain it, but we've all been having them. Kohl said his were about his village back in Atlas, but won't get into any more detail than that. I haven't asked Mindy about hers, but she whimpers in her sleep."

"What are yours about?" asked Naruto, now curious.

"Usually they are about the first tournament I took part in," she shrugged. "I mean it's not super scary like yours must have been, but it brings up bad memories. What was yours about?"

"It was… um, about an old friend," Naruto replied. "I don't understand why now though."

"What do you mean? Don't you think about your old friends?"

"Actually, no," Naruto realized, "I haven't. I can't remember the last time I thought about them."

"Hmm, that's weird," Marie replied. "I guess we all cope differently, huh?"

"Right… say, where is Mindy?" asked Naruto, remembering his dream.

"She and Kohl went to get breakfast," replied Marie. "I was waiting for you to wake up, but, well, you know what happened. Come on, they're probably already eating."

"Right," he agreed.

"Hey, are you alright?" asked Marie. "I know our first conversation of the day wasn't exactly sunshine and rainbows, but you seemed rattled. Do you want to talk about it?"

"Maybe later, once I can sort my thoughts out."

"Right, no rush," she conceded, but still held a concerned expression. "Let's go, partner."

* * *

Cafeteria

* * *

"So you found out that General Ironwood has not one, but two pet robots?" clarified Mercury, as he waved his fork around.

"That's right," Emerald repeated for what felt like the millionth time. She took a sip of tea to hide her frown.

"And you sent some weird weapon blueprints to that Watts guy that was also on there?" he asked again.

"Yes," Lily scowled, resting her head on the table.

"Not only that, but apparently it runs on some even weirder energy that isn't Aura or Dust? That only Ozpin and Ironwood know about?"

"Yes, Mercury," Cinder answered, calmly taking a small bite of her scrambled eggs.

"One last question," Mercury began, putting down his fork. Cinder nodded for him to continue. He then said in a harsh whisper, "when the hell did you spike the CCT? I thought we were waiting for the dance this weekend!"

"You can thank Lily for that," Cinder addressed, as she dabbed her mouth with the corner of her napkin. Mercury shot a glare to the Faunus girl who was now absentmindedly gazing around the cafeteria.

"Her? What did she do?"

"It's simple, really," explained Cinder. "Using her expertise in infiltration that she acquired while working with our friends currently over at Mount Glenn, she was able to go in and out without detection. As for when, she did this about a week ago."

"I guess you're not a waste of space after all," Mercury grumbled. "So, what, are we just going to dick around as students for a week?"

"That was the plan," Emerald sighed. "Merc, just don't draw any attention to yourself, alright? You aren't exactly the best at laying low."

"Psht, what do you know?" scoffed the grey haired teen.

"That's enough," Cinder interrupted. She gathered her dishes on her tray and stood up. "You three know what to do. I'll be in my room, _studying_."

"Yes, Ma'am," Emerald and Lily replied without hesitation. Mercury grunted in agreement. Satisfied, Cinder walked off. "So, um, what do you guys want to do now?"

"I'm going to _socialize_ with the kids 'round here," replied Mercury, as he left his tray on the table. Emerald let a disapproving sigh escape her lips, and turned back to Lily.

"What about you?"

"I think I need to confirm something," replied Lily cryptically, not lifting her head from the table. "I'll meet up with you later."

"Is that your way of telling me to leave?" asked Emerald. "Whatever, just don't draw too much attention to yourself, alright?"

"You don't need to remind me," she bit back a bit harsher than intended. Emerald didn't seem fazed, but Lily softened her tone a bit. "but thanks…"

"No problem," smiled Emerald, as she walked over to the short leader of team RWBY. "Ruby! How's it been?" she asked sweetly, although Lily could tell it was forced. "Are we still good for that game night tomorrow?"

* * *

Elsewhere in Cafeteria

* * *

"So do you want to tell me what's wrong?" asked Kohl, as Midnight shook trying to eat her breakfast. If it wasn't for the warm weather, he would have assumed she was cold.

"I-I-I can't," she shuttered out. Her voice was barely audible.

"I don't want to force it out of you, but you seemed beyond startled," Kohl informed regrettably. "Normally I don't try to get people who look like ticking time bombs to open up to me, but you're my friend, and my partner. We're kind of stuck with each other for the next four years, ya know?"

"I know," she whispered. "I'm… I'm just having some doubts."

"About?"

"My mo- er, Skylar…" she corrected. "S-she's been…"

"Been what?" asked Kohl, now concerned. "Has she been putting thoughts in your head?"

"Not exactly…" she replied. "She just does- She do-…"

"Do you want to go back to the dorm?" asked Kohl, seeing how she struggled to speak. Midnight, however, shook her head. "What do you want then?"

"N-" she tried to sound out. "Na… ruto…"

Kohl internally felt a pang of hurt in his stomach, and immediately retreated into his face of indifference.

"Right, of course," he replied stoically. "I'll call Marie to see if he's up."

"W-wait!" Midnight desperately tried to call out, but her voice was muffled. Kohl excused himself from the table and walked into the hall. "Why are you doing this?"

" _Doing what, Sweetie?"_

"You won't let me talk!" she whispered harshly.

" _Whatever do you mean? I haven't tried to overshadow you at all today. Are you feeling ill, Mindy?"_

"S-stop lying to me… I know you are doing th-"

" _Oh you mean this?"_ she mocked, as Midnight felt her mouth freeze shut. _"Honey, you should know better than to reveal your secrets to everybody, otherwise they wouldn't be secret. That bird-boy doesn't understand you, and Marie is too callous to care. Don't get me started on that fake friend of yours who claims to be from another world, I mean does he take us for fools?"_

"Naruto isn't a liar," Midnight struggled to hiss out.

" _Well, I guess it wouldn't be fair for me to expect you to know any better. If you are so confidant in your trust in him, let's see how he keeps his promise."_

"He wouldn't break it…"

" _Wouldn't he? I'm the only one who can truly understand you, I mean we share the same predicament after all."_

Midnight remained quiet, as she mentally tried to deny what her mother told her. Before long, her three teammates joined her.

"Hey Mindy, you ok?" asked Marie. "Kohl was just about to call us when we saw him in the hall." She managed to nod, which Naruto felt uneasy about. He scooted closer to her, and spoke lowly enough for only them to hear.

"Are you ready?" he asked. "I haven't gotten a chance to talk to Ozpin yet, but I'm sure if we ask him we can get this started right away."

"W-what are you talking about?" she asked, her stomach dropping. Naruto was now confused.

"To take your, um, _other_ self away," he tried to phrase. Mindy's eyes widened at the words he spoke, and tried to back away from him, but ended up falling from her seat and onto the floor. Unfortunately, a student was passing by, causing him to drop his breakfast over the introverted girl.

"Oh god, I'm sorry!" said a dark blue haired boy. Before he could attempt to help, Marie was already standing in front of him, glaring up at him.

"I recognize you," she hissed. "You're one of Cardin's friends, aren't you?"

"You have it wrong," Sky attempted to explain.

"No, I don't think I do. If you don't want to a nasty scar to match your leader's, I'd suggest you get out of here before I lose my temper with you."

"Y-yes Ma'am!" Sky agreed, as he bolted out of the cafeteria. Marie looked over to Midnight, who had begun to leave, trying not to draw any more attention to herself. She made to follow her, but Kohl stopped her.

"Don't," he said simply. "She only trusts Naruto, and he already went after her."

"So what?" Marie asked angrily, slapping his hand away. "She's still my teammate, and I won't gain her trust if I just sit around doing nothing." She stormed after her two teammates, leaving Kohl alone.

"Daaaamn," he heard a familiar voice say from behind him. "What did ya do to make Marie so angry?" asked Yang, still using a pair of crutches. Kohl turned to see her accompanied by her partner.

"The usual, I guess," he replied evenly.

"You alright, Kohl?" asked Blake, looking up from her book.

"Yea, don't worry about it," he brushed off, before he noticed a familiar pair of antlers making their way out of the cafeteria. Distracted, he began to follow them as they made their way into the courtyard. "Good talk, thanks, I'll talk to you guys later…" He walked away, before the two had a chance to respond.

"Well that was weird," Yang shrugged. Blake nodded in agreement, and returned to her book, although she was wondering why Kohl had started to act strange.

* * *

Beacon Hallways

* * *

Naruto finally caught up to Midnight, who was still drenched in orange juice and appeared to be seconds away from a breakdown. Without warning, he scooped her up and ran as fast as he could, bringing the two to a nearby rooftop.

"W-what are you doing?" asked Midnight, her eyes wide.

"I need to know what's wrong with you!" Naruto shouted back, causing the girl to flinch. For once, however, Midnight's face turned into anger.

"Wrong with me?" she whispered harshly. "You want to know what's wrong with me?! I've had the voice of a psychopath in my head for so long, I can't even tell which thoughts are mine! After years and _years_ of isolation, I finally have the courage to trust somebody, to trust _you,_ with my deepest fears, and you throw them in my face out of the blue!"

"What are you talking about? You said you wanted to last night!" he reminded her. "When we were at the courtyard after dinner, you said you-"

"Courtyard?" asked Mindy, "I don't remember that…" She racked her brain, but nothing came up. "The last thing I remember from yesterday was when we were in the waiting room."

"That was early in the morning," Naruto realized. "Did your mother take over yesterday?"

"I don't think so… I can normally feel when she's going to try… What did you two talk about last night?"

"You –er, she said that you two needed to be separated, that you were losing control and she was getting stronger."

"But why would she say that?" asked Midnight. Suddenly a familiar voice echoed in Naruto's head.

' **It's** _ **because**_ **she's stronger that she wants to be separated.'**

'What are you talking about, Kyuubi?'

' **I can easily understand her motives, due to our nearly identical situation. Midnight's mother thinks that if she can overpower Midnight during the separation process, she'll remain in her body while her daughter is taken away. It's quite ingenious actually.'**

'I should tell Mindy then-'

' **I'd advise against that,'** the Kyuubi replied. **'From what I've gathered, this Skylar sees, feels, and experiences everything Midnight does. There is nothing unknown to Skylar that involves her daughter… however it seems that Midnight lacks the ability to read her mother's thoughts.'**

'So what you're saying is that we need to figure out how to get around this, without telling Mindy anything?'

' **Essentially, yes. However, you'll need to ask your headmaster for assistance. You lack the knowledge and means to accomplish such a task.'**

'You're right,' admitted Naruto. 'Thanks furball.'

' **DON'T CALL ME THAT!'** Naruto smirked as he managed to get a rise out of the fearsome fox, but focused back on his friend.

"Naruto?" asked Midnight with a faint blush. "Y-You've been staring at me strangely…"

"Sorry, Mindy," he replied sheepishly. His expression turned serious, and he took a step closer to Midnight. "Mindy… do you trust me?"

"Y-yea, of course," she replied with a stammer.

"I need you to trust me totally, and completely," Naruto added, staring straight into her eyes.

"Where is th-this coming from?" she squeaked.

"Do you trust me?" he repeated.

"Yes," she managed to say after a brief pause. "What do I do now?"

"Just try not to worry, alright?" assured the blond. "I'll handle things from here. It might take a few days, but… it's a promise of a lifetime."

* * *

Beacon Courtyard

* * *

Kohl had been following the Deer Faunus for a few minutes now, but didn't seem to get any closer. She finally turned around a corner, and Kohl was fed up, and broke into a run.

"Lily!" he called out, as he turned the corner. As he looked down the corridor, he noticed that it was barren. "Where did she go?"

"I'm right here," she whispered from behind a pillar.

"Lily! What are you doing here? I thought you were working somewhere in Vale."

"I can't really get into that right now," she sighed. "I thought you were a student, you never mentioned being a Huntsman in training. I mean what self-respecting warrior finds time to cook balanced meal?"

"Nutrition is more important that people give it credit for," defended Kohl. "Besides, when you grow up hungry, you tend to appreciate decent food. Forget that, that's not the point, what are you doing here in Beacon?"

"I…" she began, before she turned away. "I'd rather not talk about it."

"Lily, I've tried calling and messaging you for weeks, and you've never told me what you're up to because you're too busy. I think the least you could do now is answer a few questions."

Lily looked at him hesitantly, but noticed his face didn't have any malice. If anything, he looked hurt.

"I owe some favors to a few… unsavory people," she sighed. "I wanted to start clean, without any of my past mucking up anything I built here in Vale… So I searched and searched and came across somebody who could help me… but for a price."

"What is that?" Kohl asked.

"I'm only told what I need to know, when I need to know it," Lily muttered. "I don't ask any questions…"

"What do they have you doing?"

"I'm supposed to scout some other students out in the Vytal festival," she admitted. "My team CMSN (Crimson) are just here to participate in a few fights and report our findings… Look, I'm not doing anything wrong anymore, I'm trying to change, I swear!"

"What are you talking about?" asked Kohl. "What have you done?"

There was no turning back for the Faunus girl. She turned away from Kohl, and took a deep breath.

"Kohl…I used to be a member of the White Fang…" she nearly whispered. "Not some regular grunt member either, I was pretty high up when I was active." Kohl remained silent, and allowed her to continue. "I didn't want to be a part anymore, and the first leader was understanding… he allowed a lot of us to go… but when the second stepped up, he ordered to find all 'deserters', and either bring them back, or take back what made them join in the first place."

"What are you talking about?" asked Kohl.

"Our traits," she shuttered. "If we didn't comply, the Lieutenant would use his chainsaw-sword and slowly severe our Faunus traits. The reasoning behind it was that if ex-members were ashamed of their ties to the White Fang, they would be stripped of what allowed them to join at all."

"That's insane!" Kohl nearly shouted. "People could die if their traits are cut off!"

"It's why I didn't want to go back," she explained. "If I continued to help such a hateful organization, how could I live with myself? I had to do something, and desperation has brought me here…"

"I can't imagine what you've gone through… but I don't care about anything you've done," declared Kohl. "I thought of joining myself when I was younger, so if I thought less of you for having the courage to go through with it, I'd be a hypocrite… but something's still bothering me."

"What is it?" asked Lily. "I haven't lied about anything, what's wrong?"

"How could you tell me this all so easily? I try getting my own teammate, my partner, to tell me things, and I keep getting shut out." Lily looked dumbfounded before she began to laugh to herself.

"A-are you serious?" she giggled. "Isn't it obvious?"

"Is it supposed to be?" he asked, still confused.

"I can explain, if you'd like," she said with a nervous smile.

"Please do," he nodded, "because when it comes to this kind of stuff, I'm totally –mmph." Kohl's eyes widened as the shorter girl planted a kiss on him.

* * *

Beacon Dorms

* * *

Marie had gone back to her dorm-room when she saw Naruto and Midnight disappear in a blur down the hallway. While she would have liked to have been there for her teammates, she decided that she would give them an earful when they got back. However, as the time passed, she couldn't force herself to stay angry at them, as she realized that the two shared a special kind of bond that she lacked with her own partner. At first glance, the two were from different worlds, both figuratively and literally, but as it turns out, Naruto had simply been fortunate enough to find a solution and friends, whereas Midnight remained isolated. From what little she knew, she soon came to terms that sometimes, you're not meant to be part of the loop. Marie was taken away from her thoughts when there was a knock at the door.

"It's open," she droned tiredly.

"Hello again," greeted Pyrrha with a smile. "Are you ready to go?"

"Go where?"

"I'm not too sure," replied the amazon. "I thought you were planning out our day."

"Oh crap," Marie realized. "I totally forgot, I'm sorry… I guess that whack to the head made my memory a bit fuzzy."

"Do you want to get it checked at the nurse's office?" offered Pyrrha, showing concern.

"No, it's not a big deal," assured Marie.

"If you'd like, we can reschedule for another time. I don't want you to force yourself too much."

"You know what, no, let's hang out here," Marie decided. "Rest of my team is gone anyway."

"If you insist," Pyrrha agreed hesitantly. She took a seat across from Marie on Naruto's bed. "Do you want to talk about it? You seem rather upset…"

"I'm not," denied Marie, before wincing at how quickly she answered. "That came out a bit defensively, didn't it?"

"If I'm honest, yes. What's bothering you?"

"Honestly? I don't think I'm cut out to be a leader…" admitted Marie, looking away. "Like, I don't feel like anybody relies on me."

"You know, Jaune had similar feelings a while ago too," offered Pyrrha. "It took him some getting used to, but now I'd like to think we're a pretty good team."

"What was his issue? From what I've seen, he's a natural leader, even if he is kind of a doofus sometimes."

"He, um, wasn't confident in his fighting abilities," Pyrrha answered, deciding to keep his fake transcripts a secret.

"I can see that," nodded Marie. "He's gotten a _lot_ better these last few weeks though. I mean Dove and Russel aren't the top of our combat class, but they aren't necessarily pushovers."

"Enough about him, what do you feel is your issue?"

"I don't know, I feel both Naruto and Kohl are better suited for being leader. Kohl is always worrying about his team, which can get annoying, don't get me wrong, but it shows how much he cares about us, you know? Not only that, but he's much easier to take seriously with how hard it is to rattle him. And Naruto… well I don't know how to explain it, but he just _does_ everything so naturally."

"How do you mean?"

"Well, when Team CFVY was here, Coco said that Naruto naturally filled in the gaps in our team, like by himself. He could do long, medium, short range, and even support… hell with his freaking clones he could fill _all_ the roles, and we'd just watch."

"Well, maybe that's why he's not the leader," replied Pyrrha. "Naruto might be able to do everything you need him to, but without somebody like you organizing the team, he'd try to take on everything on his own. Same goes with Kohl, with his constant worrying, his judgement might become compromised, or he'd be overly cautious. I personally don't know the two of them very well, but from what you've told me about them before, it's all I can think of."

Marie cracked a smile at her friend's logic, but then remembered why she was down in the first place.

"What about Mindy?" asked Marie. "What do you think of her?"

"I couldn't say," Pyrrha replied sheepishly. "You don't really talk about her much, and she's still exempted from combat class. Speaking of which, do you know why that is?"

"Oh, that's… um, well…" began Marie. "Frankly, it's a personal issue she has… We don't really like bringing it up."

"I see. Well, I couldn't help but notice you didn't think she'd be a better leader earlier, you only mentioned the boys."

"Mindy… is really quiet, I guess…" Marie answered lamely. "I don't think we'd hear her orders if she ever mustered the courage to give any. Anyway, it's getting late, let's go watch that Spruce Willis movie."

"Oh, I already went to see it with Jaune, sorry," informed Pyrrha regrettably.

"Damn, I was really looking forward to that," Marie shrugged. "Wait, is Jaune the guy you were… back at the arcade… when you had that whole 'notice me senpai' thing going on?"

Pyrrha turned a light shade of pink, and nodded. Marie sat there looking lost.

"I hope this doesn't come out the wrong way… but what exactly do you see in him?" asked Marie.

"What everybody else didn't," replied Pyrrha with a smile.

"Holy shit, that gave _me_ goosebumps," Marie laughed, as she shuttered. "Congrats!"

* * *

Headmaster's Office

* * *

Naruto stood in front of Ozpin's desk, waiting patiently for him to finish his call with the council. Normally Ozpin was hard to read, but even Naruto noticed that he seemed a bit stressed. Eventually, the call was finished, and the man ran a hand through his hair as he poured himself some more coffee.

"My sincere apologies, Mr. Uzumaki, that took far longer than I had anticipated," he began. "Would you care for a cup?"

"I'm fine," replied the ninja.

"Alright then, tell me, what brings you to my office on a day off?"

"It's about Mindy," began Naruto. "and her mother Skylar."

"So she's finally told you all?"

"She's told me, from what I understand," corrected Naruto. "To be frank, I'm the only one she trusts at this point… and I promised her I'd help her get rid of Skylar, once and for all."

"That's excellent news," Ozpin said with a small smile.

"There are some complications, though," Naruto added, causing the Headmaster's smile to cease.

"And those would be..?"

Naruto took a deep breath, as he thought back to the beginning.

* * *

 **A/N**

 **And Chapter 23 is up. I don't have much to add at this point, aside from letting you all know I've decided to try my hand at a non-crossover RWBY fic. It's been up for a few days now, and it's called Deliverance. If you like this story, I would recommend checking that one out, as I have a lot of background for each character and it will be a series. As of now, only the first chapter is up, but it will most likely get regular updates that are more frequent than this story, simply because I can't get the damn plot out of my head. I'll still be updating this one, so don't worry.**

 **Now to address a few reviewers.**

 **Cy Man:** **I hope this chapter answered you concern with Cinder's attack on the CCT. I had intially wrote a scene that showed Lily doing so, but it got lost in the multiple drafts and rewrites that Chapter 22 had gone through. Sorry for that.**

 **The Exiled Darkness** **: I totally get you, and looking back, I see that Naruto is holding back a bit too much sometimes, but as I explained with Sapphire before, it was just a bad match up. While a lot of people disagree with how I decided to go about it, it's how I had planned to have it from very early stages. I'm not going to change that, but as for students from other academies... yea, they won't really be a challenge for our favorite ninja.**

 **Ultimatrix bearer** **: Cardin won't have a replacement, to address you review from last chapter, and your assessment of Skylar might only strengthen after this chapter. I'm glad you are enjoying Midnight's character arc, I put a LOT of thought when drafting it, so seeing somebody enjoy it so much makes it all worthwhile.**

 **TheB (Anon):** **Don't assume. It may look that way to you, but I know what I'm doing, and I have the majority of the ending of this fiction already mapped out. While I enjoy reading theories, you're coming up with one that you'll dislike and implying that _is_ what is going to happen. **

**THE-Twilight-Blazeknight:** **Long reviews are my favorite, so I'll address each paragraph with a break.**

 **I'm glad you saw Naruto's observant side in the previous chapter, and how easily he can get close to people, and create bonds with them.**

 **The fact that you caught and remembered that Midnight left back in Forever Fall when Marie was telling the story of the Cerulean Banshee makes me really appreciate you as a reader. It's the small details I've put throughout the story like this that make me ecstatic when somebody catches it.**

 **Yea, you did. Good job on that.**

 **As I addressed to Cy man earlier, I hope this chapter left a satisfactory explanation to how it was done ahead of canon. Lily, while retired, was an infiltration specialist, and a decent hacker, so this sort of mission falls right up her alley.**

 **The Omakes will make a return, just not now, as there isn't anything serious going on, and I try to save those for darker chapters, to lighten the mood. This one was kind of getting there, but as time will show, we're just getting started.**

 **SenorCheesecake: Thank you for the words of praise, and I'm happy to see you've already checked out Deliverance! I try to make my stories as coherent as possible while not giving away the end goal, and seeing how you caught a lot of the little changes that grew into much bigger changes makes me glad to have you as a reader. **

**KyleDaTyle56:** **Cardin did not join the White Fang, he joined with Torchwick's group that consists of Roman, Neo, Sapphire (the Winter Maiden) and now Cardin.**

 **I get that Naruto is really not shining at the moment, but to be honest, the Maiden fight excluded, he has not had a reason to go all out. As for another attack, he's holding off on using his clones, but he tries to pass this off as his 'Semblance', meaning we'll see him overwhelming people during the festival. He may come up with some flashy attacks to mess around, but as for a serious attack, well, let's just say he's been experimenting with Dust behind the scenes.**

 **OC's should be sent once Chapter 24 is up, which is the next chapter. I'll add all the necessary descriptions and requirements then, as well as the little contest I'll hold.**

 **2\. Sapphire is having doubts, yes, but as where she will go... let's just wait and find out. I think you'll like where it goes.**

 **3\. Yes, Naruto will be using Sage mode soon.**

 **4\. If this chapter is any indication, there is a very good possibility.**

 **, but as I mentioned to Twilight, I'm saving the lightheartedness for the darker chapters.**

 **Longshot (Guest):** **The fights will be a bit different than canon, so don't expect to see the same math-ups. That being said, after the the contest in which the reader's OC's are sent in, it will really mix things up. However for a small hint... I'll just give you a minor spoiler, if that's alright.**

 **Pyrrha will still fight Penny, however, Emerald won't interfere.**

 **That's all I'll say about that, since I want to take this story to a new direction.**

 **Theillustiouspoet: I just recently responded to you review via PM, but I just want to say thanks. Your review gave me the last little push I needed to finish this chapter and start the next one. Saying that my OC's feel real enough to have existed in the Canon RWBY-verse is the best compliment I think anybody can receive as a fanfiction writer. Here's the update as promised, and if you enjoy my OC's, you might like my OC story, Deliverance. Only one chapter is up now, but I highly encourage you to check it out. **


	24. Independence

Chapter 24: Independence

* * *

Naruto lied on his bed staring at the ceiling as the conversation he had with Ozpin a few hours ago continued to linger in his head. The man was surprisingly trusting of the blond, although it was apparent that General Ironwood would be involved with the plan as well. Glynda had assured him, however, that there would be no 'Atlas mischief' going on. Once things began to settle down, it was Ozpin who brought up his tenant. Naruto felt bad for lying to the Headmaster after he had shown him such generosity, but he knew that it would be better in the long run.

" _What of your 'other self', Naruto?" asked Ozpin. "We are now ready to test out the new machinery, just say the word."_

" _I don't think it's going to work," Naruto lied. "Tailed-Beast can only be contained in living containers, and the one I hold is the strongest of all… I don't want to risk letting him out now. I'm not strong enough…"_

" _You won't be alone," Glynda reminded, placing a reassuring hand on his shoulder. "Professor Ozpin and myself will be at your side. I'm sure Qrow would be too, if he isn't passed out drunk somewhere…"_

" _I appreciate that," Naruto smiled at the two._

"I really do…" Naruto whispered to himself, as the sunlight began to pour in. He looked over to his sleeping teammates, and noticed that Marie's comment about the nightmares was true. It seemed she was currently suffering from one, if her facial expression was any indication. Kohl seemed to be asleep peacefully, as he remained motionless and silent. Sighing to himself, Naruto got up and made his way to Midnight. "Hey, get up," he whispered. Midnight didn't respond, but as Naruto looked closer, she was glowing green. "Mindy, wake up, we have things to do!"

"-to find her…" she muttered asleep. Naruto barely caught what she said, and tried to nudge her awake. Midnight jolted awake, but didn't make a sound. To Naruto's surprise, she had one blue and one green eye, although the latter faded to blue as well.

"Are you alright?"

"Yes," Midnight replied in a whisper. She looked around and noticed that half the team was still asleep. "Why are you up?"

"I made us an appointment!" Naruto replied nervously. "You said you trust me, right? Well, I'm going to have to test just how much, because I can't tell you anything."

"What? Why not?" she asked confused.

"I can't tell you that either," Naruto replied lamely. "Don't worry though, everything we do today is going to be for your best interest, ok? Come on, I already told Marie last night, so she'll let Kohl know."

Midnight was still hesitant, but shook off her doubt and took the blond's hand as he led her toward Ozpin's office. While she was never one to make small talk, Naruto seemed to be rambling, obviously nervous himself about what was going to occur.

"Did I ever tell you how I stole a secret scroll from one of the most heavily guarded places in the village?" asked Naruto. Midnight shook her head, and Naruto proceeded to retell the story that resulted in him learning his favorite technique. As he got to the part where he created a hundred clones to beat up the village traitor, they found themselves in Ozpin's office, where the Headmaster calmly took a sip from his mug.

"You're quite early, Mr. Uzumaki," he greeted. "Good morning Ms. Fetchmara."

"Good morning Professor Ozpin," Midnight greeted politely. While she still found the man intimidating, his kindness had put her at ease around him.

"I'm sure you're curious as to why you're here today," he began. Midnight nodded slightly, as the man made his way to the elevator. Confused, Midnight stepped to the side to make room in the small room. The elevator began to go back down. "Well, you see, a friend from Atlas Academy came up with this fascinating device that allows one to store their Aura. After a certain amount is stored, and a Huntsman's reserves refill naturally, the theory is that if we were to infuse the Aura back, it could increase their total reserves. It has proven successful with wildlife, but since Humans and Faunus are the only creatures on Remnant who utilize Aura as an offensive tool, it is a bit more complicated. The reason we wished for you to be our first test is-"

"Because I've already survived one infusion," Midnight realized. Ozpin smiled politely and nodded.

"Yes, exactly. While it may not be one hundred percent safe as it is now, we have reason to believe you have a stronger life force that can endure such a procedure. Of course, you are free to refuse." The elevator came to a stop, but the doors didn't open. "So what is your decision, Ms. Fetchmara?"

She looked over to Naruto who gave her a reassuring look, which was all Midnight needed to make up her mind.

"I'll do it."

* * *

Several Hours Later: Team RWBY's dorm.

* * *

"So fog machines are a go?" asked Yang, as she lied with her head hanging off her bed. Blake was reading a book, as usual and Ruby was currently inspecting Crescent Rose. Weiss was putting together a list of things for the dance that weekend, and she let out a sigh.

"Why on earth would you _want_ a fog machine?" she asked.

"Uh, because they're super awesome?" Yang replied as if it was obvious. "It'll make the dance way more fun, trust me."

"How does obscuring your vision make anything fun?"

"Have you ever been to a party?" asked Yang.

"Of course! I've gone to a ton of parties, and my father took me to all the balls growing up." Yang snickered a bit, while Blake shook her head behind her book.

"Really, Weiss? Were they old men balls?" Blake drawled out.

"The majority of them were, yes," Weiss replied, as she began to remember. "But there were significant numbers that were women's." Yang began to laugh louder, confusing the heiress. "What's so funny?"

"You really just walked into that one, Weiss," Blake said with an amused laugh.

"What did she walk into?" asked Ruby, as she finished her inspection. Yang's uproarious laughter had snapped her back into reality. Weiss glared at the Faunus girl, when her scroll went off.

"Is that Neptune?" asked Blake, having noticed her small crush on the blue haired teen.

"No, it's Kohl," she said surprised.

"Isn't great how love works out?" asked Yang. "You two hated each other and wanted to rip each other's faces off, but now, the only thing you two think of ripping off is each other's clothes."

"YANG!" Ruby shouted embarrassed. Weiss rolled her eyes at the blonde.

"We're just friends," Weiss replied irritably, as she put her scroll to her ear. "Morning Kohl, what's o- wait slow down. Yea, Blake and Yang told me you were acting weird at lunch yester… No you haven't mentioned- Wait really?! No, I'm not busy, of course! Hold on, start from the beginning!"

"What is happening right now?" asked Yang, as Weiss began to put on her heels.

"Wait we were going to go to the arcade today," Ruby reminded, but it fell on deaf ears. Weiss had already headed out the door, Myrtenaster in hand.

"That was strange…" Blake noted.

"Damn it, she took the checklist," Yang groaned. "Now we definitely aren't getting a fog machine."

"Is that really what's on your mind right now?" Blake asked.

"If I'm responsible for a dance, I need to make it epic," Yang explained. "You know what, I'll make my own checklist. Come on Blakey, you're helping."

"Wait, what?" asked Blake as the blonde began to drag her out of the room. "Yang I don't-"

"We'll see you later Rubes!" Yang called out, shutting the door.

"But… the arcade…" she pouted.

* * *

Marie felt uncomfortable as she sat in Team JNPR's room, being stared at by Nora. Ren seemed to be preoccupied with some herb blend juice he was making, and Pyrrha was talking to Jaune in a hushed voice.

"What, really?" asked Jaune. "She needs _my_ help? With what?"

"I can hear you," Marie called out, unable to break her gaze from the hammer-wielder.

"Sorry," apologized Jaune. After a small pep talk, Pyrrha managed to convince him.

"So… why am I here?" asked Marie, looking over to the red-headed amazon.

"Well, I thought that if you and Jaune spent some time together, he could share some advice about, um, certain topics," she explained politely. "We'll leave you two be." As if on cue, the other two member's dropped what they were doing and left the room. Marie noticed that Ren took a small boom-box with him, and Nora was chanting 'kick step, kick step, body roll,' as they left.

"So… we haven't really talked," Jaune said awkwardly.

"We run in different circles," Marie replied.

"Right, of course," Jaune laughed nervously. "Well, um, do you want to start?"

"I don't know," Marie shrugged. "I mean, no offense, but I'm not really sure why I'm here with you of all people."

"Well, Pyrrha said that you didn't feel like you were a good leader," he admitted. "I mean, she told me not to mention it… but I just did…" Marie gave him a deadpan look, which Jaune began to shrink under. "I'm sorry, but you're just kind of… intimidating."

"Yea, I get that," she admitted. Another awkward silence began. "…"

"What was that?" asked Jaune.

"I didn't say anything."

"Oh, I thought you did…"

"Nope…"

Silence.

 _Knock knock knock._

"Oh boy a distraction!" Jaune said to himself, as he rushed over to the door. He opened it to reveal Ruby looking a bit miffed. "Oh, hey Ruby."

"Hey Jaune," she greeted lazily, letting herself in. She looked around and noticed that it was only him and Marie "Where's your team?"

"They ditched me," he admitted.

"Same," Ruby agreed. She looked over to Marie.

"Well, yea, me too," she replied. The three of them sighed in unison.

"Do you guys want to go to the arcade?" asked Ruby.

"Yea, I'm down," Marie said, standing up.

"Sure, why not," Jaune agreed, glad the awkward interaction was over.

* * *

Kohl sat in the training room looking around a bit apprehensive. He tapped his foot impatiently, as he finally saw the telltale white hair enter the room. Immediately, he got up, and made his way to the sparring area.

"Are you ready?" asked Weiss, as she got into her stance.

"As ready as I'll ever be," he replied. Weiss nodded, and started the countdown on the machine. Once the buzz went off, the two lunged at each other.

Weiss started with a few quick thrusts from her rapier, as Kohl blocked each with his two-handed sword. Weiss took a step back, as Kohl swiped his sword horizontally. Kohl didn't let up and allowed the momentum of the swing to continue, and he swung a second time, this time much faster. Weiss brought up a white glyph that slowed the sword down significantly, and slashed with her sword. Thinking quickly, Kohl split his weapon into its hook swords form, and caught her slash with one, and slashed with the other.

"Nice one," complimented Weiss, as she was forced to backflip to evade. Kohl didn't respond to her comment, and rushed towards her, slashing with both swords. Weiss didn't have any difficulty blocking the wild strikes, and when he gave an opening, she stabbed her sword into the ground, freezing everything in a wide radius. Kohl gritted his teeth as he felt his feet trapped and Weiss was free to skate around him. He tried to break the ice underneath him, but Weiss pressed her sword to his throat.

"I yield… again," he sighed.

"You started off great this time," Weiss assured him, as she allowed the ice to melt. "But you're obviously distracted, and you seemed frantic this morning. You were just rambling."

"I know, it's just I'm still at a lost to how to react to it," he sighed, as he made his way over to the student's seats.

"Ok, all I got from this morning was that your leader got angry at you sometime at lunch yesterday, then that you finally talked to Lily sometime after that. Everything else was just a jumble of words that I couldn't make any sense of."

"Yea I was trying to get away from Marie," he replied. "She was asking where I was going and shit like that."

"Alright, well, what did you want to talk about?" she asked with genuine concern.

"Ok, so after Marie blew up on me yesterday for not wanting to chase down Midnight, Yang and Blake came by, but I didn't really listen to what they said because I swore I saw Lily."

"Here at Beacon?" asked Weiss.

"Yea, she was in a Mistral uniform, so I guess she's going to participate in the Vytal Festival Tournament."

"You never mentioned that she was a student…"

"I know, but that's not what I'm confused about," he groaned. "Do you remember when I told you she was sending me mixed signals and seemed that she didn't want anything to do with me?"

"Yea, you were pretty upset about it, well, at least by your standards," she replied.

"Well, when I went to ask her what it was all about, she began to apologize because she was busy and all sorts of reasons that she couldn't make time to see me. I mean she said some pretty personal things that I'm pretty sure I'm not supposed to say… You see, Mindy was freaked out about something yesterday and when I asked her about it, she shuts down and only wants to talk to Naruto… but Lily just told me everything."

"I see… does that upset you?"

"No, the opposite actually," Kohl replied. "I was happy _somebody_ confided in me, so I asked her why."

"What did she say?"

"She kissed me."

"Pardon?"

"She kissed me," he repeated. "After that she just… disappeared. Like without a word. What does that mean?"

"Are you being serious?" asked Weiss, almost disappointed.

"Yes?"

"It means she likes you, you dolt!" she replied exasperated. "I thought something bad happened!"

"Why would you think that?" he asked.

"I don't know, maybe because you called me first thing in the morning in a panic."

"I wasn't panicked," he denied.

"Oh really? Then what does 'Weiss I need to talk to you right away, it's important!' signify?"

"Urgent news?"

"You're hopeless…" she sighed, before she looked over to the Faunus boy. "So… what was it like?"

"What was what like?"

"The kiss, you dolt!" she said, a bit embarrassed. "I mean nobody on my team has any romances going on, so I was just curious…"

"Well, she puckered her lips and kissed me," Kohl replied, with a smirk.

"Oh you know what- grr, never mind!" she growled. Kohl let out a small laugh.

"I know what you meant," he grinned.

* * *

Vault Underneath Beacon

* * *

"So I just have to lay in there?" asked Midnight, looking at something she would describe as a metal and glass coffin.

"That's the gist of it, yes," replied Ozpin. "I've already set the parameters to your Aura signature."

"You'll be totally fine," Naruto assured, giving her a quick hug. "If anything goes wrong at all, I'll bust you out, alright?"

"This… this isn't going to affect… _her_ is it?" asked Midnight.

"I doubt that it will," Ozpin replied. "While you have two souls that inhabit one body, the Aura signatures are different."

"Who's will you be taking?" asked Midnight. Naruto led her over to the opened chamber and shook his head.

"Don't worry about it," he told her. "You're going to be completely safe, alright?"

"Um… if you say so," she relented. She stepped into the chamber and allowed the lid to shut on her. She heard various air locks hiss, and tried to relax.

" _They're going to separate us,"_ Skylar hissed. _"How did you not see through this?"_

"Naruto said that he was only looking out for my best interest," she replied. The chamber began to fall back, until she was laying down horizontally. "I trust him."

" _I see… You think your finally ready to live without me…"_ Skylar realized. _"You take everything I do for you for granted… if they are successful in this, don't dare come back for my help."_

"Your help?" asked Midnight. "You've made my life miserable and lonely! I'm tired of you judging everything I do, and all the nasty lies you say about my friends!" Midnight didn't know where this anger was coming from, but she finally had enough. "You've never cared about me, you've only cared about my sister! You've read my thoughts for years, and I finally read yours! I'm nothing but a disappointment to you, aren't I? You're ashamed to have me as a daughter, and you don't even love me…"

" _Don't be stupid, Midnight,"_ Skylar hissed. _"I am this way because of you!"_

"How can you even say that?! What did I do to you? I was just a little girl when you made me kill father, and every day since then you've been nothing be cruel and controlling!"

" _You think I killed your father? Why would I do that when he was the only chance that you had to live a normal life?! YOU THINK I WANTED THIS?!"_

"It doesn't matter what I think," Midnight replied as she felt her Aura beginning to drain. "After today… I'll finally be rid of you."

" _You ungrateful brat… If you think anything that you've said is true, you didn't read my thoughts. Just remember this, Midnight… I wasn't the reason you grew up alone, and now that we're going to be split, you're going to see just how much I've done for you."_

The machine continued to hum, and Midnight felt as if her skin was being stabbed by countless needles. As the procedure went on, the pain intensified, and changed into a burning sensation, slowly creeping up from her feet. She wanted to scream, but didn't want Naruto to stop the transfer, as she could feel her mother's presence grow fainter and fainter.

* * *

"Professor… is it working?" asked Naruto.

"Yes," replied Ozpin, as he carefully looked at the energy levels.

"How can you be so sure?" he asked, looking through the glass.

"Midnight shared the location of her father's lab a few months ago," Ozpin replied. "While a lot of the machinery was outdated, the data was what we needed. Since Midnight's father had extracted Skylar's Aura once before, we have exactly what her Aura signature is, and we can be completely certain that we are extracting the right one. After a few hours, Midnight should be, for lack of a better word, cured."

Naruto hummed in acknowledgement, as he saw Midnight try to hide the pain she was currently feeling.

"Naruto… about your situation," began Ozpin.

"I told you, I'm not strong enough," Naruto interrupted.

"I know," continued the Headmaster. "Just know that I'm not easily fooled. You were convinced that our technology would be enough to hold your energy, and the device Glynda used on you is still holding strong with no signs of corrosion."

"Ozpin…"

"Regardless, you don't seemed concerned about your 'two-year' time limit anymore. Given that you know much more about this Tail-Beast than we do, I can only assume you've worked something out. However, know that if the need ever does arrive, you need not hesitate to ask for help."

Naruto was silent, mostly out of shock. He thought Ozpin had bought his 'concerns', but it seems that he was playing along to bring it up at a more private time.

"Professor, I'm going to meditate for a while," Naruto replied. "If something happens to Midnight, please wake me."

"Of course," Ozpin agreed, as he turned his attention back to the screens.

* * *

" **Well, it seems that the coffee-addict isn't as stupid as I thought,"** The Kyuubi mused as he felt Naruto arrive.

"I need to know something," Naruto began, uncharacteristically serious. The fox arched a brow and nodded for him to continue. "This seal… what does it take to break it?"

" **W-what?"** the fox asked completely caught off guard.

"The seal that holds you back," Naruto repeated. "I just have to tear it off, and you'll be free, right?"

" **No, that's not all there is to it,"** the fox replied. **"That just controls how much of my chakra leaks out. When your father resealed it, it slowed it down to a trickle, but excessive use of chakra can force more of mine to ooze out. While this cage will never be opened, the seal acts as a sort of pressure release valve."**

"So if I tear it off, you can force out all your chakra?" asked Naruto. "What do you mean the cage won't open?"

" **You need the key,"** he replied with a growl. **"Something you don't have, and won't ever get now that we're no longer in the Element Nations. The seal, however, if removed completely, will allow me to take over your body, which will likely kill you in the process. It would be a battle of wills, although to be honest, it wouldn't be much of a battle."**

"So, if I'm ever in a bind," began Naruto, "can I trust that you protect my friends?"

" **What are you saying now, brat?"** asked the fox.

"When I have my back against the wall, and for whatever reason I'm not able to protect my friends…" Naruto began. "If I have no other choice and even if I have to die, when I tear what's left of this seal, I ask you, please, protect my friends."

" **Where is this coming from?"** the Kyuubi asked.

"I had a dream a few nights ago," Naruto admitted. "I saw Gaara in it, and I had no idea what it meant, but I think I know now. Extracting a Tail-Beast means death to the host… and Gaara died when he had Shukaku removed… while I doubt there is anybody out there who can extract you from me, if I tear the seal, you can break free… I think something bad is coming, but I have no idea what it is, but when it-"

" **Fine, it's a deal."**

"Thank you Kyuubi," Naruto said relieved.

" **Kyuubi isn't my name, brat. It's Kurama,"** replied Kurama.

"Thank you, Kurama," grinned Naruto.

* * *

Arcade

* * *

"Alright, so Ruby destroyed us at the marksman game," Marie groaned. The object of the game was straightforward; use the pellet gun to shoot as many duck-shaped targets in thirty seconds. Ruby managed to shoot not only accurately, but quickly, which ended up with Jaune and Marie having no targets to shoot at.

"Sorry," she replied with a sheepish smile. "I just really like shooting things."

"What about ski ball?" asked Jaune.

"Pretty sure that's over there," replied Ruby. "Say, why were you two alone in your dorm, Jaune?"

"Pyrrha thinks I need help," Marie replied a bit disappointed.

"Don't think it's a bad thing," Jaune offered. "She told me everybody needs a little push from time to time. After I swallowed my pride, she helped me with my sword fighting."

"Who helped you with your leadership?" asked Marie, not expecting an answer.

"Actually, Ruby did," Jaune realized. The two turned to the younger girl who had just shoved her entire face into a ball of cotton candy.

"Ohh, so good…" she moaned to herself.

"Is that so?" Marie asked hesitantly. "I was hoping that Coco would be back by now to get some pointers… but I guess asking her couldn't hurt."

"She's actually really smart," Jaune began. Marie nodded, and took a seat next to the now sticky girl.

"Hey Ruby…" began Marie. "So, um, random question for you! How did you become a good leader?"

"Hmmph?" asked the girl, as she wiped her mouth. "Oh, well, I don't know… Professor Ozpin said that as a leader you have to give it one hundred percent at all time, otherwise, we can't expect our team to. It confused me at first, but what I figured was that if we fool around or slack off, we don't really inspire our teammates to follow our lead."

"That actually makes a lot of sense," Marie nodded. "Ok, so how do you deal with two members who are kind of like always together?"

"Well, Ren and Nora are sort of like that," Jaune pointed out, taking a seat next to Marie. "They've known each other waaay before they were accepted into Beacon, so Pyrrha and I just let them be for the most part. They already found what works for them, and we just had to work with them to make it work for all of us."

"Wow, I didn't expect anything useful out of you," Marie laughed.

"Hey!" Jaune said indignantly.

"I'm joking, Jaune," Marie waved off. "You know, once you get passed your awkwardness, you're actually a pretty cool guy. I can see why Pyrrha has a thing for you."

"Yea!" Ruby agreed. "You're a pretty funny- wait, Pyrrha has a thing for Jaune?"

"Pyrrha has a thing for me?" Jaune asked. Marie's eyes widened a bit as it was too late to retract her statement. Instead of trying to play it off, she decided to help out her friend.

"Alright, listen you two," Marie began. "That doesn't leave this arcade, alright? Ruby, don't tell anybody, they might try to interfere. Jaune… I'm gonna help you out."

"Help him out with what?" asked Ruby.

"Jaune, have you ever asked a girl out?" asked Marie.

"Only Weiss," he admitted.

"How'd that go?"

"Horribly," Ruby answered for him.

"Precisely my point," Marie deadpanned. Ruby nodded in understanding, while Jaune just groaned. Marie huddled her two fellow leaders as she decided that it was her turn to share some advice.

* * *

Beacon Dorms

* * *

"I want you to investigate this Naruto Uzumaki," Cinder instructed Emerald. "If what these files say is true, he will prove to be invaluable with the final phase of our plan."

"What do the files say?" asked Emerald.

"Don't worry about that," Cinder replied coyly, as she grabbed the girls' chin. "Just obey."

"Y-yes Ma'am," Emerald replied. Cinder then turned over to Lily.

"Lily, your hacking skills are no longer required, so as of now, you're free to spend your day as you wish. However, I still need you to act like a model student. This means no late nights, no questionable outings, and stay on top of your homework."

"Yes Ma'am," Lily replied, happy she now could see Kohl. Finally, Cinder turned to Mercury, who was lying on the floor reading a comic book.

"Mercury, you're in charge of checking out Ms. Nikos, more specifically, her fighting style. When presented the opportunity, see what she is capable of."

"Can do!" Mercury grinned. "What about the dance this weekend? Do we still have to go to that?"

"Yes, Mercury, we need to blend in," Emerald sighed with an eye roll.

"Ugh, being a student is such a drag," he complained.

* * *

Beacon Vault

* * *

"How much longer?" asked Naruto not sure what time it was. Due to being underground, he wasn't sure whether it was still daylight out.

"I'm afraid the process is taking much longer than expected," Ozpin sighed. "While we have a lock on Skylar's signature, she's resisting. Ms. Fetchmara must be in a lot of pain."

"She's tougher than she looks," Naruto said automatically. He wasn't sure if he was trying to convince the Headmaster, or himself. Ozpin hummed, as he walked over to Midnight's chamber. To his surprise the atmosphere began to feel thick.

"Naruto… Has Midnight ever shared with you what her Semblance is?"

"I always assumed it was that Banshee shout she used back during the field trip to Forever Fall," Naruto replied. "She hasn't really ever mentioned anything else."

"That's her mother's Semblance," Ozpin informed. "Hereditary Semblances are extremely rare, but possible, if you look at the Schnee family. However, I'm not sure what to think of the Fetchmara family…"

"Why is that?" asked Naruto.

"From what Midnight shared with us, she has an older sister who had a unique Semblance… meaning that it is very unlikely that she share one with her mother. Midnight's entire situation is anything but normal, though, so there is a possibility that she did inherit it."

"How do Semblances work? I mean back home we have affinities to certain elements, and bloodline techniques, but I've never really figured out what determines somebody's Semblance. Is it just a random ability?"

"To be honest with you, we're not entirely sure," admitted Ozpin. "We've only now begun to look at Aura in a scientific way. There are some standing theories, but nothing concrete."

Naruto nodded his head as he made the parallels for Aura and Chakra again. He also remembered Kohl mentioning that Ren used his Aura to strengthen his attacks, which he compared to the Tsunade's strength. He vaguely remembered her reaching for a bottle of booze, when the image flashed to Midnight's hand snatching a bottle of pills.

"Wait, didn't Mindy take Aura Suppressants?" Naruto recalled. Midnight had mentioned early in the year that she needed them, and only now did he realize it was likely to keep Skylar under control.

"Midnight stopped taking them?" Ozpin asked, hearing the phrasing Naruto used.

"Yea, she said she didn't need them anymore," he explained, unsure.

"If she came to that conclusion on her own accord, I'm sure she'll be fine," Ozpin sighed. "However, if Skylar had any influence in her decision, which is more than likely, Midnight may suffer from some side effects…"

"Like what?"

"I have no idea," Ozpin admitted. "Something like this has never been recorded." The Headmaster looked over to the blond and gave a tired sigh. "Naruto, if I may ask a favor from you."

"What is it?"

"I need somebody to monitor Midnight's condition for the next few days. The process is nearly complete, and no doubt she'll be exhausted once it is. If anything unusual, anything at all, happens, I need you to inform me right away so we can assess the situation. General Ironwood has brought several of his top scientists with his students, and I have called in a few favors of my own."

"Professor… I don't mean to sound ungrateful, but why are you going to such lengths for us?"

"Naruto… I have made many mistakes in my life, more than I care to count. Although it's been years now, it still feels like my last one just happened recently." Ozpin straightened his tired posture, and fixed his glasses. "I don't want to lose another student, especially when I could have done something."

Naruto was speechless, but nodded in understanding. While Ozpin seemed to be carefree and even lenient with his students, it hadn't occurred to Naruto that he had meaningful relationships with his previous students… students who might have died on a mission. It was a sobering moment for Naruto, as it began to dawn on him that even with all the authority and power Ozpin held, he was still very much human.

The humming of the machine was the only sound for a few moments, as the two waited. There was a high pitched beeping sound, that almost sounded like a microwave that just finished heating something up, followed by the hissing of the air locks. The blond rushed over to the chamber.

"Mindy!" he called out looking in.

"Hey," she greeted weakly. She seemed pale, paler than usual, and her hair was a brilliant white with no traces of blue.

"Are you alright?" he asked, to which the girl nodded slightly.

"Ms. Fetchmara," greeted Ozpin. "If the procedure went as planned, there should be no traces of your mother's Aura left in you. The energy you feel now is completely your own."

Midnight cracked a smile, and muttered something under her breath that caught both males off guard.

"Eat shit, mother." She shortly lost consciousness.

* * *

 **A/N**

 **Alrighty, update time. So I have been super inconsistent with writing, as you all know, but I don't want to force myself to write something for the sake of getting it done, I want to enjoy the process. That being said, I'm no longer going to try to adhere to any regular schedule. This is both good and bad news, as one, I won't be limited to updating one story at a time, but I also won't be updating as frequently overall.**

 **That being said, the OC contest is here. It's actually super simple to participate, and I'll explain everything now.**

 **First and foremost, there is a link on my profile that will take you to a Team Monochrome survey, which has a bunch of questions about this particular story. It has many multiple choice questions that are ranging from one to three points, a few short answers (which I will grade manually, since I can't expect anybody to write exactly what I have as an answer key) and one 'long' answer question which is worth twenty-five points. There is no time limit on how long you can take the quiz. The total point worth for everything is 130 points, which sounds like a lot, but I came up with all the questions off the top of my head. While I did _write_ the story, I tried to make the questions fair, and of course, if you have absolutely no idea, you can just have my story tabbed to look up answers. You can only submit once, so try to get as many as possible, and on the quiz I ask for you Fanfiction User Name, so no one person enters multiple times. I mean, theoretically you could, but you'd have to have several emails, and I won't release the scores until the contest is over. **

**TL:DR Link on my profile, take a test, win the contest.**

 **Alright, Review Corner Time:**

 **Guest (Cous1000): First and foremost, thank you for reading my story, and it means a lot to me that you don't see my OC's as 'filler' characters. Honestly, your entire review made my day when I read it. To address your second to last paragraph, there won't be any more ninja from the Elemental Nations arriving (aside from the occasion dream or flashback) so I don't want you to hope for that in the future.  
As for the questions and answers, I would totally be willing to do that again! I understand that some people picked the story up after that event was over, so while I don't want to start receiving questions AND have the contest going on, I will definitely do that again in the future! **

**Hejtan: I felt bad that Marie didn't have a bigger role last chapter, so I hope this time around she made a bigger impact for you. As for the Rasenshuriken, I know the idea behind it as well as how powerful it is, but Aura protects from cuts, as well as heals small ones, as seen when Jaune had his awakened.  
Don't get me wrong, the Rasenshuriken WILL devastate most opponents, but two things.  
One: he was fighting a Maiden, which as I explained, is just a bad match up.  
Two: Never did I say the Rasenshuriken actually hit her. Chapter 19 says that it 'created a huge opening in the ice dome's walls...' and later in Chapter 20, it was revealed that it collided with one of Sapphire's attacks, in which the resulting explosion pushed both combatants back.  
And I'm glad you've enjoyed Midnight's Arc, which is coming to an end soon, as you've seen above.**

 **Ultimatrix Bearer: I'm psyched that Midnight is getting all the love, and Marie has been pretty 'laissez faire' about her style of leading, which is showing to not be working out so well. As for the Sapphire thing, I just explained why the Rasenshuriken didn't work above. As for the match up, well, Sapphire has had the complete Winter Maiden powers for much longer than Cinder... so I'll just leave it at that.**

 **THE-Twilight-BlazeKnight: I'm happy you enjoyed the dream sequence, as well as Lily's role in spiking the tower, especially since she didn't raise any flags like Cinder did. Midnight's entire arc and Skylar's influence and confusion and all that is coming to an end soon, as you can tell lol. As for Naruto and Kurama's relationship, well I hope it didn't feel rushed this chapter. Kohl and Lily was a hard scene for me to write since I'm not really into romance and things of that nature, so I'm happy it was moving to you. More Marie in this chapter, so I hope you enjoyed that.  
**

 **Rio Skyron: I hope this chapter didn't dash your hopes... I never really planned on the two meeting.**

 **Rex4487: Knowing that this is one your favorite stories brings a warm feeling to my dark soul, so thanks. to answer your questions...  
, we sort of just witnessed that, so no.  
2\. This story won't follow Volume 4 as closely as it has Volume 1 and 2.  
'll have to wait and see about that.  
't worry, I enjoyed the read. **

**SenorCheesecake: I'm sure you'll be able to reach and surpass my quality soon, just make sure you keep practicing, because I'm not the best writer, but I have personal standards I always try to keep.**

 **Cy Man: I can deny anything I want lol, but you're right, that is the strongest possibility amongst all, if any pairing I decide to do with the main cast.**

 **To the rest who I didn't mention, thanks for reviewing and I make sure to check out that link on my profile!**


	25. Unshackled

Chapter 25: Unshackled

* * *

Midnight's breathing had finally steadied, after hours of pained gasps and quiet whimpers. Now, she was in a deep sleep, one which she had never experienced before. While it was obvious that the extraction was beyond painful, her face was peaceful.

"So… she's alright now?" asked Naruto, standing over the glass case.

"I believe so," Ozpin sighed tiredly. "It's getting late Mr. Uzumaki, you should get some rest."

"I don't need any," Naruto replied, not taking his eyes off the sleeping girl. "I don't want her to wake up alone."

"I see…" Ozpin said, mostly to himself. He looked at the teenager, and sighed sadly at the unfortunate hand fate had given him. The boy, and his team, was all much too young to have experienced such hardships so early in their lives, yet, they stood by each other like no other team he's seen. They shared a kinship much deeper than the rest of his students. "I'll see you in the morning then, Mr. Uzumaki. I'll let your teammates know you two will return soon."

"Thank you, Professor," Naruto replied. He heard the Headmaster leave, and he opted to sit on the ground. It was times like this he was envious of his former teammate's medic training.  
"Sakura…" he whispered to himself. Memories began to flood into his mind of his days with Team 7, bringing a lone tear into his eye. Before he could fall any deeper into his memories, a familiar voice spoke up.

" **Now's not the time for that,"** Kurama voiced.

"I know," Naruto replied, talking aloud. "It's just strange… I've only been gone for a few months, much less than my trip with Ero-sensei… but it feels so much longer."

" **They're gone,"** Kurama stated simply. **"Thinking about them, wishing you could change things and sitting around feeling sorry for yourself isn't going to help you or them. Your village was in a crater when we arrived, and that Pein bastard killed most of your friends. While I am not a huge believer in faith… maybe this is a second chance for a better life."**

"What?" asked Naruto, thoroughly surprised.

" **I'm saying that you've suffered a lot back there, and the only strife you've suffered in this world was my doing. Even if you had a way to get back to the shinobi world, what is there left for you there?"**

"I…" began Naruto, before the reality he's been denying became glaringly obvious. "There isn't anything… with the Leaf Village decimated, and the Akatsuki unable to get to you… Staying here is my best… and only course of action."

" **Exactly,"** Kurama sighed. **"Stop beating yourself up over things out of you control. It doesn't suit a loud mouth idiot like you."**

"Screw you," Naruto replied with a grin. "I always knew you were as soft on the inside as you appear in the outside."

" **Shut up, brat,"** Kurama scowled. Naruto decided not to tease the Biju anymore, and looked back over to Midnight's chamber.

"Wonder what she's dreaming about…" he sighed.

* * *

Dormitories

* * *

"Are you sure about this?" asked Jaune, as Marie and Ruby pushed him towards his dorm room.

"Of course," Marie assured, as she quickly looked at her scroll. "Damnit, Nora and Ren are with her…"

"Oh, don't worry, I can get them out," Ruby chirped.

"Guys, I don't know…" Jaune began nervously. "Pyrrha and I are just friends!"

"Then she'll let you down gently," Marie countered. "Besides, Pyrrha is ridiculously nice, what's the worst that could happen?"

"I could make it awkward between us, and she'd stop wanting to train me because of it, and I'd stop getting better, then Glynda will find out I faked my transcripts and Ozpin will kick me out, and I'd live the rest of my life as a farmer…" Jaune replied without missing a beat. "Or worse, she says yes, and we go out and I screw things up and she'll hate me forever and my team falls apart which will mean that all four of us get expelled! Then not only will she hate me, but so will Ren and Nora!"

"Jaune, you're overthinking things," said Ruby, with an unsure smile.

"Yea, like a lot," Marie agreed. "Wait, you faked your transcripts? Nice!" Jaune was going to point out that she was missing the point, but they had arrived at JNPR's dorm. Marie pulled Jaune aside as Ruby knocked on the door.

"Hey Ruby!" greeted Nora happily.

"Hey Nora!" Ruby replied. "I don't know if you know about this, but somebody beat Ren's score over at the arcade!" Nora's face dropped all traces of joy, and turned to her partner.

"Ren!" she called.

"What is it Nora?" asked Ren, who was cleaning his weapons.

"We need to go defend your title," she replied seriously.

"My title?" Ren began, before something in his head clicked. "Oh, no, Nora, not this again."

"Somebody thinks they're better than you!" she began, as she turned back to Ruby. "Who was it?"

"I don't know," Ruby began, shrinking under Nora's gaze. "It was some Faunus girl wearing rollerskates!" Marie rolled her eyes at the terrible lie, but surprisingly, Nora bought it. She grabbed Ren by the arm and dragged him to the arcade, also grabbing Ruby as she left. "Wait, why am I going?"

"Nora likes when there's an audience," Ren explained dryly, as he completely stopped resisting, and had a stoic look on his face. "Sorry about this Ruby…"

"Oh, don't be, it was my fault," she laughed nervously. Marie and Jaune looked on in confusion as the other team leader was dragged away.

"Can't believe that worked…" Marie said in disbelief. She turned back to Jaune and put a hand on his shoulder. "Come on, Jaune, you can do this."

"Why are _you_ even doing this?" asked the taller blond.

"Just ask her to the dance then," she suggested, ignoring his question. "It's this weekend, right? That way it can be seen as either romantic or platonic, depending on how she wants to see it."

"The dance?" asked Jaune, "She must have guys lining up to ask her, there's no way she isn't already going with somebody."

"Name three guys she's talked to aside from you and Ren," she demanded.

"Three? Um, well, there's Kohl?" he asked hopefully, to which Marie shook her head. "What about Naruto? He'd probably want to, right?"

"Jaune, you're grasping at straws, come on. Just go, alright? And if she says no, I'll go with you! We'll wear matching outfits and everything."

"You'd go with me?" asked Jaune.

"YOU'RE MISSING THE POINT!"

"Right, sorry," Jaune chuckled nervously. "Alright… I can do this…"

Before he could get ready, Marie knocked on the door, and jumped through the wall into RWBY's dorm. Jaune was confused, seeing the girl walk through the wall as if wasn't there when the door opened.

"Jaune?" asked Pyrrha. "Did you forget you key again?"

"One time!" Jaune said in exasperation. "I forgot it one time!"

"Oh, sorry," Pyrrha said, a bit taken aback from his outburst.

"No, it's my fault," Jaune said apologetically. "I… can I ask you something?"

"Anything," Pyrrha said with a warm smile. Jaune smiled back as he entered his dorm, shutting the door behind him.

"Damn it, I didn't get to see it…" Marie said in disappointment, as her head was sticking out of the RWBY dorm room.

"Is there any particular reason you're in our dorm?" asked a dry voice. Marie turned to see Blake sitting on the top bunk looking down at her. Below her was Yang who was snoring.

"Well, it's a funny story…" Marie laughed nervously. "One full of unspoken attraction, dramatic love triangles and a hopeless romantic…" For some reason, Blake's bow twitched as she straightened up a bit.

"I'm listening…" she said, the faintest of smiles beginning to form on her face.

* * *

Vale: Shopping District

* * *

"So, um, what are we doing today?" asked Lily, as she walked nervously beside Kohl.

"Well, a friend of mine made a reservation for us at Northern Light's," he admitted. "I don't really know the area well enough to pick a good spot so I asked."

"Well, it's nice to see that you aren't an expert at everything," she laughed.

"I never said that."

"Well, you're training to be a Huntsman, which already says a lot about your ability to fight Grimm, and when we first met, you blew me away with your cooking."

"That's only two things," he pointed out.

"Well, it's two of the only things I really know about you," she smiled. "I mean, I sort of confessed my entire life story to you on impulse, so it's not really fair that you have that air of mystery around you still."

"Alright, well, I'm pretty good with computers," he offered. "Marie tried getting me to change her grades so she wouldn't have to do any homework, but I didn't."

"I-is that so?" asked Lily, a bit hesitantly. "Who's Marie?"

"Our team leader," replied Kohl. "My other teammates are Naruto and Midnight, although we call her Mindy."

"Naruto?" she asked before she could stop herself. If her memory served correctly, that was Emerald's target...and her savior.

"Yea, I know, weird name, right?" joked Kohl. "Not sure what color his parents named him after, but he wears a criminal amount of orange… just don't say that to his face," he added, rubbing his stomach in a phantom pain.

"W-what about the others?" she asked, trying to steer the conversation to another topic.

"Well, Mindy's my partner, but she's not really the easiest person to understand. To be honest, sometimes I wish that she was partnered up with Naruto and I got Marie. We get along way better."

"R-really? Why is that?" she asked, although she was becoming uneasy.

"It's just… Naruto has a way with getting along with everybody. The dude doesn't have a mean bone in his body… as for Marie… I don't know, she acts more like a guy than a girly-girl, you know?"

"Mm," she agreed, her mind beginning to wander. She was getting too close to the enemy… even if it was unintentional. "Do you trust them?"

"Of course," replied the Faunus boy. "Don't you trust your team?"

"I have enough faith to know they won't kill me themselves," she replied with a hollow laugh. "I don't exactly see eye to eye with them."

"How long have you been with them?" he asked.

"I'd rather not talk about it," she answered curtly.

"R-right," he agreed. "Here's the restaurant." Lily nodded, and the two walked in, quietly.

* * *

Downtown Vale: Abandoned Factory

* * *

Torchwick paced back and forth, his annoyance very apparent. Cardin sat on a crate, his permanent scowl ever-present on his face. The two didn't speak to each other, although Roman was more than used to dwelling in silence.

"What's the big deal?" asked Cardin. "So what if Frostbite left, she's not important."

"Shut the hell up!" Roman snapped, pointing the end of his cane at the teenager. "Do you have _any_ idea how much work I've put into recruiting her?!"

"She's just one person," Cardin scoffed, before feeling the wind get knocked out of him. Roman kicked the former Beacon student's mace away, and stood over the teen menacingly.

"She's worth more than a thousand of you!" he spat, as he brought down his weapon on the the defenseless teen. Cardin coughed out a small amount of blood. "What part of 'discretion' did you not understand? I don't know why I agreed to bring you in; as if a _drop out_ would be of any benefit to my plans!"

"I didn't drop out," Cardin hissed, as he struggled to get up. He looked up to the criminal, only to receive a strong bash to his head sending him sprawling on the ground.

"Like I care!" Torchwick shouted, as he shook his head. "Neo!" he called. The ice-cream themed girl dropped from the rafters, where she had taken to observe the fallout of the brief partnership of Roman and Cardin. Landing on her feet gracefully, she gave him a salute. "I'm going to find Sapphire, take care of this trash, will you?"

A wicked smile crept on her face, as her eyes shifted colors. With a slight nod, Roman began to walk out of the factory. Cardin crawled to his weapon, and was only a few inches away when he saw the shadow of the short girl approaching him. Reaching out as far as he could, he grabbed his weapon, and rolled to his feet, turning to Neo. To his shock, the girl was gone, leaving him in the middle of the factory. He began to panic, as he didn't see any sign of her, until a small paper airplane hit him in the face. Cardin was confused, but noticed the writing on it.

'Does getting stabbed hurt?' was all it said. The teen didn't have much time to feel confused, as he felt a thin blade pierce his side. Instinctively, he swung his weapon at the direction of the attack, only to hit what seemed to be a mirror. A second note began to float down, and the teen quickly caught it and began to read it.

'I want to play a game.'

"Show yourself!" he cried out, grabbing his bleeding side. He heard a noise from behind him, and he wildly swung his mace, but there was nothing. From his opposite side, he felt another blade run through him. Falling to his knees, he began to breathe heavily. A third note slid in front of him.

'Let's play Hide and Seek. I'll hide first!' Cardin scrambled to his feet, and ran towards the exit, only to run into some form of glass. He froze when a fourth note was stuck to the wall he was facing.

'Fine, I'll find you.' Before he could shout at Neo, he felt the tip of her blade touching his throat. The girl had a sign in her other hand, that only had two words. 'You Lose'

* * *

Docks

* * *

Sapphire was sitting at the docks, staring out to the sea, a solemn expression on her face. She was angry at herself for allowing herself to be tricked so easily, by one of Vale's most wanted criminals no less! His face was plastered on countless wanted posters in town, but he assured her that it was just a misunderstanding. She felt stupid, especially when she had defended him from people who knew the truth.

"I guess I owe that kid an apology…" she muttered to herself. Raising her hand, she began to make small ice birds. They weren't too elaborate, but it calmed her down. After she had created a few dozen, she had them rotating around in a circle, before she remembered something she hadn't thought about in years. They reminded her of the mobile she had tried to make for her younger sister. "Midnight…" she whispered to herself. "I'm sorry…"

* * *

?

* * *

"I'm telling you, it's too dangerous!" shouted a man. He had disheveled white hair and a rugged beard to match. From the looks of it, he hadn't had a lot of sleep the last few nights.

"I don't care! We need this to work by the end of the year, otherwise they'll take away our little girl!" shouted a woman with chopped blue hair. She had an angry expression, but she couldn't hide the fear lying underneath.

"I don't need you to remind me of that, Skylar!" the man snapped. "I'm doing all I can, but this isn't something that can be rushed!"

"Damnit Dwight, I don't care what you have to do, just get it done!" shouted Skylar. Dwight let out a breath he wasn't aware he was holding.

' _What is this?'_ Midnight thought to herself, as she looked around the building. It was so vivid, but she was certain she had never been here before. She looked over to Skylar, and sighed wistfully. ' _That's what mom looked like?'_

The scene shifted to a dark place in a frozen tundra. Midnight's gaze wandered to a lone girl surrounded by mountains of snow. Behind her approached Skylar, in a thick jacket and a spare blanket.

"Sapphire… what are you doing out here?" she asked gently. Midnight felt a pang of hurt in her heart when she heard the concern in her mother's voice. It was the first time she'd heard Skylar speak like that. Her heart sank further when she wrapped the blanket around Sapphire, and brought her into a hug.

"I heard you and dad yelling…" sniffed an eight year old Sapphire. Midnight didn't recognize her at all, but knew this must have been her older sister. "I got scared, and ran out here, then… this happened…"

"Wow…" Skylar said, still sounding nervous. "I can't say I've ever seen snow in Vacuo… especially this time of year."

' _This is Vacuo?"_ Midnight asked herself. If she had to guess where this was, she'd assume it was Atlas.

"Are you mad at me?" the girl asked.

"Of course not! Why would you think that?"

"You never used to yell at dad like that… and now you two are always fighting… talking about me..."

"You don't understand, we're just worried," Skylar tried to explain. "It's just you're so special that there are a lot of important people who want to see you grow. Some people from Vale want to take you when you're old enough to teach you how to use your powers."

"You told dad that he had until the end of the year…" she said shyly. Skylar's expression fell.

"Baby… I-" she began, before shaking her head. "Come back inside, alright? We'll talk about this later."

"Ok…" Sapphire sighed.

' _Why am I seeing this?'_ Midnight wondered. Once again, the scene faded, and she found herself in a new area. It seemed to be a living room of some sort, judging from all the sofas arranged around a coffee table. Dwight entered the room, looking a bit older than the previous scene he was in. It seemed that Sapphire was a quite a few years older, probably around thirteen or fourteen..

"So today's the big day…" Dwight said tiredly, although he had a gentle smile. Sapphire wordlessly nodded, as she followed her father. He held his scroll, as he recorded a short video. "You're going to be a big sister today."

"Is it a boy, or a girl?" asked Sapphire. Midnight wasn't sure if she was excited, or nervous as Sapphire seemed to have a reign over her emotions that was unnatural for somebody her age.

"Your mother wouldn't say," grinned Dwight. Sapphire allowed herself a small smile, and closed her hands together. A moment later, she revealed a mobile made of ice. It had birds hanging from it, each carefully crafted.

"This is for my baby sibling," she said handing it over to her father. He took it with great care, and began to inspect it.

"You're mastering your magic better every day, Sapphire," he said, approving of the quality. "You'll be a great big sister." Sapphire blushed slightly from the praise, and smiled. Dwight sent the video to his wife, and the scene faded a third time.

' _This must be mom's memories…'_ Midnight sighed. ' _Why wouldn't she want to show me these?'_

The room began to spin, and in the center was Skylar, holding a bundle of blankets.

"Dwight, you said they weren't going to take her!"

"I know! They must have changed their minds," he sighed.

"That's bullshit! Who do they think they are? She's barely old enough to go to a Huntsman academy, why are they so insistent that they whisk her away?"

"You know why!" he snapped back. As far as Midnight had seen, Dwight wasn't the confrontational type, but he's had it. "She's been gifted with incredible power! Power that will help save the world!"

"I don't care about any of that! Sapphire is still my-"

"STOP ACTING LIKE THIS ONLY AFFECTS YOU!" Dwight roared. Skylar took a step back, her eyes wide. Dwight took a minute to compose himself. "Skylar… Sapphire is my daughter too, and not being able to help her crushes me like you can't imagine. But for you to continue to demand that I do the impossible is ludicrous! What have you done to help our girl? The only things you are good at are killing those mindless beasts outside the walls, but no matter how good you are, it's not going to help Sapphire! I've dedicated the last decade learning about Aura to rid those cursed Maiden powers, and I'm so close to a breakthrough! What can you say you've done?!"

Skylar remained silent, as she clutched Midnight's baby form to her chest. Midnight was unsure if she was hurt, or angry.

"What I've done?" she repeated. "I essentially raised our daughter alone. I've fed, cleaned and played with her by myself. When she had nightmares, she came to me, and I soothed her. When she decided she wanted to become a Huntress, I was the one who began to train her, and look at how good she is now!" Skylar stalked up to her husband, and glared into his eyes. "Don't you dare question what I've done for our daughter."

"Skylar, I-"

"You can say that you've dedicated ten years of your life for your research, but what progress have you made? You've had all that time, and yet, our daughter is still burdened with a ridiculous responsibly, one nobody should have to shoulder! If worse comes to worse, I'll go with her on her journey to becoming the Winter Maiden, and what could you do? Build a robot? Make some prosthetic limbs? How will you help her when she's no longer in Vacuo?"

"I don't know," admitted the man. Skylar's gaze softened, and she took a deep breath.

"Look… we're both stressed right now…"

"I know."

"Then let's stop attacking each other and think of a way to help each other… for Sapphire's sake." Dwight nodded, and the scene changed again. Midnight had no words, as she didn't know how to feel. As the colors began to settle, she found herself on an landing platform, with a large airship landing. To Midnight's surprise, she saw Ozpin step out, looking almost identical to how he appeared now.

"Professor Ozpin," greeted Skylar, although she was obviously agitated at his presence.

"Hello, Mrs. Fetchmara," Ozpin greeted politely.

"What did you come all this way for? The CCT is working fine," she added abruptly.

"Yes, I'm aware of that," he said with a disarming smile. "I'm afraid that why I came is something I'm not too excited about either." Midnight noticed that Dwight was holding a baby Midnight, probably only 2 years old, from running over to her mother. It almost pained her to see how even as a child, she wasn't too happy.

"You came for her, didn't you?" Skylar sighed. Ozpin nodded slightly, as he looked away.

"I don't like the idea any more than you do, believe me. Your daughter will be safe with trusted individuals, I assure you. They will be tasked with showing her how to use her magic, and maintain balance in the world."

"I already know how," Sapphire said defiantly, as she approached the green-clad man. To demonstrate, she conjured a perfect replica of Ozpin directly in front of him. "I don't need anybody to teach me anything."

"It's more than just teaching," Ozpin sighed, as he walked past the ice statue. "It's for your protection."

"Protection?" asked Skylar. "What are you talking about?"

"You see… there are a few ways to obtain a Maiden's power. When the previous Maiden dies, the power transfers to the last person in her thoughts, if it's a young woman. The previous Maiden passed from… unfortunate circumstances, and we aren't sure who it was she thought of, so it was random. That's how Ms. Fetchmara here obtained it… by chance." Ozpin looked over to Skylar, whose question had still gone unanswered. "As for protection… well, one can obtain the power by killing the maiden, provided that it's a young woman. I have selected a trusted Huntsman to watch over her until she can safely return home."

"How long?" asked Skylar, not looking him in the eye.

"It can be years," Ozpin admitted. "As of now, nobody knows who the Winter Maiden is, making her safe, but if rumors of ice storms and blizzards plaguing a desert like Vacuo get out… you will have a lot of unsavory people knocking at your door."

"There must be another way!" Skylar began.

"It's ok," interrupted Sapphire. "I'll do it mom. He's telling the truth."

"What?"

"I can feel it," she tried to explain. "I can feel that you're scared, and dad is sad… and Midnight is hungry. But Professor Ozpin isn't lying. He's really worried something might happen if I stay here."

Skylar looked at her daughter and let the tears she had been holding back fall.

"Ozpin, if there was a way to artificially choose the next Maiden," began Skylar.

"Skylar! It's not ready yet!" Dwight shouted, as he walked over to them.

"What isn't ready?" asked Ozpin, now intrigued.

"The extractor!" Skylar continued, despite Dwight's protest. "My husband has been working on a way to get rid of the Maiden's power for the last twelve years, and he's almost done, I swear!"

"If that's the case," began Ozpin, causing Dwight to stop, "and Sapphire is unwilling to continue on as a Maiden, we can attempt to bestow the power to somebody else."

"Thank you!" Skylar began.

"On the condition that you can prove that it works," Ozpin added. "I'm sure you wouldn't want your eldest daughter to serve as a guinea-pig to a potentially dangerous procedure."

"Of course not," agreed Skylar.

"Until then, I'm afraid Sapphire will still have to leave this place," the Headmaster sighed in disappointment. "If you make any breakthroughs, please, don't hesitate to inform me."

Skylar had a bittersweet look on her face as Sapphire bid her goodbye. The teenage Sapphire hugged her father, and sister before boarding the ship. Dwight walked back to his lab, as he continued his endless research.

Midnight felt herself becoming drowsy, as the scene changed once again. This time it was her father's lab, although a lot of the machines seemed to be in disrepair. Her father was passed out on a console, no doubt having finally succumbed to sleep. The lights flickered on as Skylar walked in, with dark rings around her eyes.

"Dwight…" she said in a hoarse voice. The scientist stirred, as he turned to face her. "Is it ready?"

"I still need to test it again," he sighed. "The last time, the rabbits I used were incinerated, and their Auras dissipated into nothing."

"Those damn rabbits are too feeble," she hissed. "You need something more durable."

"I know," he sighed, "but importing anything bigger is too expensive. At this rate, we'll be broke by the end of the year."

"Then let me try," she suggested. Dwight's eyes widened.

"Are you mad? There's no way I'd let you do that!" he nearly shouted.

"If it works on me, it'll definitely work on Sapphire," she insisted. "Not only is she my blood, she's a huntress too. The only difference is that her Aura will have magic in it."

"Even then, I can't guarantee that you'll survive!"

"You'll be able to use the data, right?" Dwight hesitantly nodded. "Then there's no discussion, let me be the first human to test it."

"What about Midnight?" Dwight pointed out. "You're going to leave her without a mother? The whole point of my research is so we can all be a family again! If you're not around, there's no point in continuing!" Skylar looked down, looking much older than she was.

"I just want my girl back… if that means I have to die... so be it," she whispered. Midnight wanted to continue to watch, but she felt herself being pulled away. This was nothing like her mother told her.

* * *

Beacon: Vault

* * *

"Mindy!" said a distorted voice. Midnight cracked an eye open, but the lights made her shut them immediately. "Mindy, you're finally awake!"

"Huh?" she asked, as her eyes adjusted to the light. She looked around and noticed a lone person standing over her. "Who are you?"

"It's me," replied the stranger, "Naruto!"

"W-what?" she asked in horror. The person claiming to be Naruto was nothing but an old man now, with messy white hair and deep wrinkles all over his face. He wore the same headband that Naruto did, but it was tattered and torn. The orange jumpsuit was too big for his bony frame, and it hung off him. Midnight was frozen in horror, but suddenly there was a poof, and the normal Naruto stood there, laughing nervously.

"I'm sorry… it was funnier in my head," he said sheepishly. "You've only been down here a few hours…"

"…" Midnight remained silent, as she put her hand over her heart.

"A-are you ok?" he asked. "Ozpin said the extraction was successful."

"Ozpin," she repeated, remembering her dream. 'He knows more about my sister than he lets on,' she thought to herself.

"Do you need to rest some more?" asked Naruto, unsure of what to do. "Come on, Kohl and Marie are probably worried sick."

"Sapphire," she muttered to herself. "I need to talk to Ozpin."

"Right now?" he asked, "You just woke up though. Wouldn't you rather-"

"Where is he?" she nearly demanded. Naruto was a bit confused at her strange behavior, but answered her.

"He's probably in his office," he replied. He was going to try to convince her to head back to their dorm, but she dragged herself out of the chamber and limped towards the elevator. "Wait, Mindy!"

"I need answers!" she tried to shout, but it came out weakly. She stumbled a bit, but Naruto had caught her, and began to help her walk.

"The least you can let me do is help you," he sighed. "I've been down here waiting for you to wake up, and then you try to run away. I told you, I'm with you to the end, remember?"

"No, actually," she replied. "When did you say that?"

"I said it back… When we were… It was totally implied!" he finally answered, realizing he had never actually said it. "How are you feeling?" Midnight smiled at him, and shook her head.

"Exhausted," she finally admitted. "Thank you, Naruto…"

"Anytime," he smiled at her. "What are friends for?"

* * *

Northern Lights Restaurant

* * *

"So, that's pretty much how I ended up at Beacon," Kohl finally finished recounting. "I guess when there's nothing holding you down to a place, it's really easy to leave."

"I can't imagine how hard it must have been," she sighed sympathetically. "I know it probably doesn't mean much coming from me, but I think your family would be really proud of you. To endure such hardships, and still making it to a top school… it's amazing."

"You think so?" he asked, trying to hide his embarrassment. "Thanks, Lily."

"Anytime," she replied with a small smile. Kohl let out a content sigh.

"You know, ever since coming here, I feel like my life is turning around," he began, uncharacteristically optimistically. "I got to meet you, and even though my team is having some problems, I think we'll get through it."

"I think so too. You're level headed enough to make peace with them," Lily agreed.

"I guess we're all just compatible with each other, you know? Midnight doesn't say much, but it makes it easy to be yourself around her, you know? Naruto might be a bit loud, but he's kind…"

"I know," she sighed, remembering him back in the alleys in Vale. "Really selfless… From what you've told me, I mean."

"Don't get me started on Marie though," Kohl said with a laugh. "She's a hot head for sure, but for all the right reasons. Did I ever tell you how she stood up to some jackass being racist to some Faunus girl? She shoved a sword to his throat, and we've only been going to classes for a few weeks. Talk about ballsy…"

"Where did you say she was from?" she asked, feeling a bit tense.

"Marie? She's from Mistral, the rougher parts, if I remember right," he said thoughtfully. "I think you'd get along with her. I'll introduce you to the whole team one day."

"Y-yea?" she asked, a bit nervously. Kohl noticed her hesitation, but the check came out before he could address it.

"The bill, sir," said the waiter. "Please, no rush."

"Right," nodded Kohl, as he took it. Lily's scroll went off, and judging from her expression, it wasn't good.

"Ma'am, I can expla- No, I'm not far… Actually I'm in the- of course… Yes Ma'am… I'll be there right away…" she closed her scroll, and cursed under her breath. "I'm sorry Kohl, the time just flew, and my team is under curfew..."

"Don't worry about it," he waved off. "I'll take care of this, you get back as fast as you can."

The deer Faunus nodded thankfully, and bolted out of the door. Kohl sighed wistfully as he looked at the receipt.

"How is Weiss a regular here?" he grumbled as he grabbed all the Lien in his wallet to pay.

* * *

 **A/N**

 **Ok now that that's out of the way, I just want to remind everybody about the survey on my profile. As of now, there have been 10 people who have taken it, and the scores are all over the place. I don't think I made it too difficult, but I guess I'm pretty biased since I wrote the story... Oh well. So get your submissions in while you can!**

 **Ok, so that was a thing. I'm not sure what I want to address first, so I'll just go from the beginning to end.**

 **1\. Pairings isn't really an important role in this story (I feel I've said this too many times) so if you wanted Lancaster instead of Arkos (You know who you are), well, nothing I can do there, since I don't really see Ruby ever showing any romantic interest in Jaune, whereas Pyrrha does... all the time.**

 **2\. Yes, Naruto did beat Kohl when he made fun of his orange jumpsuit.**

 **3\. I'll be honest, I don't know where I came up with Neo's game of Hide and Seek. It was a spur of the moment, and I kind of went with it, ya know?**

 **4\. I know this was mostly a flashback chapter, but I felt it was necessary to show how little Midnight actually knows about her past. She was too young to understand when it happened, and Skylar fed her lies, while everything else was merely speculation on her part. I know some people won't be a fan of this choice, but I tried to keep brief, although it still stretches over 2,100 words. Sorry ._.**

* * *

 **Review Corner:**

* * *

 **SenorCheesecake: I hope I haven't interrupted your sleep schedule again. I just update when I finally finish proofreading, you know? Sorry in advance, and I hope you enjoy the newest update!**

 **ZeroHour00: I don't mind friendly reinforcement, but thanks anyway! It's probably been too long since the last update, but here's the next one. Also, NaruNight is a cool name, I like that. Sounds infinitely better than UzuMara, or FetchMaki.**

 **mx2432: The fights will be different, so don't worry about that. As for the dance, I think that this chapter made that very evident. If not, well, you'll see when the dance arrives!**

 **Hejtan: I'm glad you enjoyed Midnight's foul mouth at the end of last chapter! I was unsure of it, but left it in. As for another character arc... I doubt I'd be able to fit an entire one, but I'll likely start one (hint: it's actually been started since chapter 21)**

 **giacomoX: Thanks!**

 **Rio Skyron: I'll be honest, Skylar's extraction has been planned since the beginning, but I don't know where she'll end up after, so while it's unlikely, there is still a slim chance she'll meet Kurama.  
I'm glad you enjoyed the two's bonding moment  
Yea, schedules suck**

 **The Exiled Darkness: Sorry Exiled, maybe in another story, yea?**

 **Ultimatrix Bearer: Cinder's plans will definitely be _nefarious,_ if we're using her words. However, I hope the things I have planned will be something nobody sees coming, because I have actually begun writing this story for a scene I had began writing waaaay before I have Naruto's teammates created. So in essence, this one scene, which will happen way down the line, was the reasons for this fiction. Just a fun fact! **

**Shadow-Shinobi666: Thanks!**

 **Raremist98: Hello newcomer! I don't think I've seen you review before! Thank you so much for the kind words. To address Sapphire's awareness of Midnight, well, this chapter answers how often she's thought of her. As for pairings, well, I'm trying to let it happen naturally, so it'll be pretty obvious, you know?**

 **THE-Twilight-BlazeKnight: I felt the sex jokes her overdue for a return, however I didn't want to overdo it. Ren making them practice I thought was a fun way to add some humor to the chapter, so I'm glad you liked it. Kohl's panicking was something I wanted to write for a long time now, and it made me laugh too.  
I was hoping that Midnight's arc didn't feel overwhelming, so I broke it up, and I'm happy it worked out. I'm relieved the pacing was alright, thanks for letting me know!**

 **Dracohalo117: Thanks man!**

 **Fuyuriku: Thank you for reviewing!**


	26. Reunion

Chapter 26: Reunion

* * *

"Why does today feel weird?" asked Yang, as she poked at her breakfast. For one reason or another, the blonde bruiser felt as if something was off. The only thing that popped into her mind was the absence of Team JNPR, but her team has had breakfast without them plenty of times.

"I don't know," replied Ruby munching on her toast, "I don't see anything different."

"Of course _you_ don't," Yang sighed. "You're not really that great at reading social situations. What do you think Blake?"

The cat Faunus shrugged, although she noticeably tried to avoid eye contact. She took a sip of her tea, trying to mask the small smile she hid. Yang, however, knew her too well to be fooled by that. She scooted closer to her partner and raised her index finger inches away from her face.

"You know!" she accused. Blake stifled a cough at the sudden proximity. She quickly composed herself, and glared at her lightly.

"What are you talking about?" she feigned ignorance. From the corner of her eye, she saw Marie approaching, albeit alone. Yang was about to call out Blake for her shifty behavior, but Blake cut her off. "Hey, Marie! Come sit with us!"

"Ok…I think Yang is right… Blake never shouts across the cafeteria. What do you think, Weiss?" Ruby whispered to Weiss. She turned to her partner, who was absorbed with her scroll completely oblivious to her surroundings. Ruby pouted at her partner outright ignoring her.

"Hey guys," greeted Marie, as she took a seat by team RWBY. "So, what's new?"

"Something is totally off," Yang replied, staring at Blake. "And Ms. Belladonna here totally knows…"

"Oh, is it about Jaune and Pyrrha?" asked Marie. "Yea, I totally made that happen. First time couple, you know how it is."

"You told me not to tell anybody!" Blake exclaimed, as she slammed her teacup down. Yang narrowed her eyes at Blake, confirming her suspicions. Marie blinked owlishly at her.

"Did I?" she asked. "Huh… must have forgotten. Well, yea, Jaune and Pyrrha are a thing now. Ruby knew too. She's a great wingman."

"Ruby?" Yang asked in shock. She turned to her sister, who was trying to gain Weiss' attention. "Am I the only one left out?"

"I don't think Weiss knows," Marie offered. The Schnee heiress raised an index finger, as she finished her message.

"No, I knew," she replied. "Kohl told me you mentioned it to him last night when he got home from his date."

"Kohl went on a date?!" the table shouted in unison.

"Is that where bird-boy has been?" Marie asked, although she was more surprised than angry. "Why wouldn't he tell me about it?"

"He said you'd tease him, and he didn't want to deal with it," Weiss answered. Marie narrowed her eyes at the Ice Queen. "But he said he might introduce you all soon."

"Even if that's true, why is he confiding in _you_ of all people?" asked Marie, feeling a tinge of betrayal.

"Kohl and Weiss have been hanging out a lot," Ruby sighed. "She never has time for me anymore…"

"That's not entirely true," Blake pointed out. "You two studied together at the library yesterday."

"I'm so confused right now," Marie mumbled. "What happened to my team?"

"We've been wondering the same thing," Yang admitted. "But if Kohl has been spending time with his special friend, where are Whiskers and Midnight?" Blake began to wonder how the two would be together, although she didn't get too much time to think about it.

"Professor Ozpin sent Kohl and I a message that Naruto and Mindy will be back today," Marie informed. "Apparently they had to take care of some super top secret spec ops mission that required only them two."

"Wait, they went on a mission!?" Ruby cried, feeling envious. The rest of Team RWBY looked at the MNKM leader with a look of bewilderment. Marie couldn't help but laugh at their expressions.

"Oh, Gods no, haha. Mindy was just feeling under the weather, and Naruto was taking care of her."

"I don't mean to be rude, but Mindy has seem sick since arriving, hasn't she?" asked Weiss. "I mean, when Ruby and I saw her during initiation, she was talking to herself and looked unrested."

"Yea, although we don't see her much, she always looks tired," added Ruby. "Is she going to be ok?"

"She'll be fine… Mindy just…" began Marie, before trailing off. "I need to talk to Coco about this…"

"Coco?" asked Yang. "You know her?" Marie nodded, sighing a bit.

"She gave our team some pointers a while back, but I can see I'm still not cut out for this leader role…"

"Nonsense," Weiss cut off. "Not every leader has to be perfect, they just have to try their best. I didn't agree with Ruby at all when we were first assigned to a team, but she's grown as both a Huntress and a leader."

Ruby was taken aback by Weiss' unusually kind words, and felt a goofy grin begin to form on her face. Not wanting to spoil the moment, she remained as silent as she could, trying to mask her high pitched squeal.

"Wow… um thanks, Weiss," Marie said hesitantly. She looked at Blake and Yang for a moment, but the two just shrugged. Weiss simply nodded, and returned to her scroll. Marie ate her breakfast in silence as she mulled over her potential plans.

* * *

Headmaster's Office

* * *

"That's all we have on your sister, Ms. Fetchmara. She hasn't been seen or heard from in years, and I already sent a Huntsman to investigate her potential whereabouts, but he reported it was nothing but a rumor."

"You swore you'd protect her!" Midnight accused, slamming the folder down on the Headmaster's desk. "After she willing left my family, you said she'd be safe!"

Ozpin's eyes widened ever so slightly, but he remained composed. When he asked Midnight to fill in what she could about her sisters months ago, she could only remember where her first home was. There was no way she could remember the day Sapphire left, Midnight would have only been two years old.

"What is she talking about?" asked Naruto, stepping beside his teammate. "You didn't tell her?"

"Tell me what?" asked Midnight, looking over to Naruto. He shook his head and sighed.

"Mindy, I think I fought your sister. That night when Team RWBY fought Torchwick in that Paladin, I stayed behind and fought this woman with ice powers. She looked familiar at the time, but when she told me she knew I wasn't from this world, I didn't connect the dots." The ninja then turned to the Headmaster with a glare. "What I don't understand is why you didn't tell her."

Ozpin took a sip from his coffee before setting it down. He adjusted his cane so it was centered and cleared his throat.

"I have a perfectly reasonable explanation," he began. "Midnight's mental state has been unstable since her day of enrollment, which meant we had to take special precautions. One of the first weeks of her attending here, I had asked her to tell us all she knew about Sapphire, since we have been in the dark for years.

"Unfortunately, she wasn't able to come with much, and after finding that she had the lingering will of her mother controlling certain aspects of her freewill, I found it too risky for us to reveal what we knew. Ms. Fetchmara, do you recall when Professor Goodwitch found you underneath a bookcase in the library? She had asked you a few questions; do you remember what they were?"

"Um, no Professor," Midnight admitted.

"She had asked whether or not you had told your team about your situation. While I was not a witness, Professor Goodwitch informed me you were going to answer when your demeanor changed and you began to speak formally without a trace of your, admittedly, bashful nature. This was a major cause for alarm, and we had begun to take further leaps into figuring out how to resolve this situation. If it wasn't for Mr. Uzumaki here insisting that we follow through, you might have reached the point of no return. This was a hypothesis that Dr. Oobleck theorized that would result in your consciences melding into each other rendering them inseparable.

"Now tell me, if your mother knew of the whereabouts of your sister, do you believe she wouldn't attempt to overshadow you to go find her? See, I knew your mother when she was alive, and if I had to describe her with one sentence, it would be that she cared deeply for her daughters. I have heard of the lengths she went through to save Sapphire, which had resulted in her death. If she were to find out she was working with criminals… I hate to imagine what would have become of you, Ms. Fetchmara."

The two students stood in silence. Naruto felt annoyed that he was kept out of the loop, although he could see Ozpin's reasoning. Midnight, however, felt even more lost.

"Professor…" she began. "If you said my mother cared about us… what happened?"

"I'm afraid I'm not sure what you're asking," Ozpin admitted.

"Why doesn't she love me like she did my sister!?" Midnight shouted, tears forming on her face. "Why wasn't I good enough for her to choose to live? Why is she so obsessed with Sapphire that I became a second thought?"

"Mindy," Naruto whispered, reaching out to her. He wasn't sure what else to say, but he couldn't bear to see her like this. Ozpin cleared his throat once again, to get their attention.

"Midnight… the presence you heard all this time was not your mother. Skylar Fetchmara died the day her body was destroyed and only her Aura remained. You see… Aura is the manifestation of one's soul, and a sound soul needs a sound body, and a sound mind. Without a body or mind to house it, Aura distorts and twists into something unstable; at least that was the theory. It is possible that your mother's Aura only kept the most core emotions… and with her wanting to save her daughter for more than a decade and a half, her body perishing might have perverted her maternal love into obsession. Of course, this is all mere speculation, but don't think for a second that your mother didn't love you. You, and your sister meant the world to her."

"…"

"Mindy are you ok?" asked Naruto. Midnight didn't respond, and stared at the ground by her feet. A few minutes passed, and she finally broke her silence.

"It's quiet," she said simply. "It's never quiet in my head…" Naruto was unsure of how to react, and looked over to Ozpin.

"Perhaps it's in everybody's best interest if you get some more rest, Ms. Fetchmara."

"Yes, Professor Ozpin," she replied monotonously. "Thank you for seeing me."

She and Naruto walked into the elevator, and began to descend. Ozpin walked over to his desk, and took a seat. While he cared deeply for his students, he knew that there were other pressing concerns that needed to be dealt with. He opened up his scroll to set up a call. It didn't take more than two rings before a gravelly voice answered.

"Hey Oz, what's up?"

"Qrow, I need you to get to the southern wall to provide support to the soldiers we have stationed there. I know this is short notice, but the reports coming in have become increasingly concerning."

"I'm on it Oz," replied Qrow, taking an audible sip, likely from his flask. "I guess I won't make it to the tournament after all, huh?"

"I know you wanted to see your nieces compete, and for that I apologize."

"Eh, don't worry about it, I'll watch it at a bar," he shrugged. "At least they sell booze there. Just be on the lookout for and of the Queen's pawns. Later Oz."

Ozpin sighed, as he felt a headache coming. Qrow didn't understand the severity of the situation at the southern border.

* * *

Beacon: Courtyard

* * *

Kohl and Lily sat near the fountain, silently eating their lunch, not really having much to say to each other. The quiet that surrounded them was comfortable. Lily looked over to Kohl, allowing herself a small smile before she noticed a familiar head of green hair. She tensed up for a minute, and to her dismay, Kohl noticed.

"Something wrong?" he asked.

"No, it's nothing," she tried to brush off. Her partner continued to approach.

"Hey Lily!" called out Emerald in a friendly tone. "I've been looking all over for you. We were supposed to go over our plan for the Tournament today, remember?"

"It must have slipped my mind," Lily replied, knowing that it was just an excuse for her to size up Kohl.

"Oh, who's your friend?" she asked innocently.

"I'm Kohl," replied the Bird Faunus with a nod. "Are you one of Lily's teammates?"

"Yea, I'm Emerald," she introduced. Her face shifted into one of realization. "Oh, were you two… I didn't mean to interrupt!"

"Don't worry about it, we were just eating." Kohl gestured to the spot next to him, inviting her to stay. Emerald politely accepted, sparing Lily an apologetic look.

"So, Beacon is pretty big," Emerald began.

"Yea, I got lost more times than I'd like to admit my first week here," Kohl replied with a laugh.

"When did you want to go over our strategy?" Lily asked her teammate, not wanting the girl to learn too much of Kohl.

"Oh we still have a few weeks, I'm sure the others won't mind," Emerald brushed off, before turning to Kohl. "What about your team, Kohl? How are they preparing?"

"No idea," Kohl shrugged. "Last time we talked about the tournament was like a month ago or so. A lot of stuff just pops up and we don't get the time."

"Where are they, though?" asked Emerald, wanting more information on her target. "Do teams here not really hang out together?"

"We do," replied Kohl, uneasily. He noticed her way of asking, and began to wonder if she was watching him. "You scouting us out?"

"That obvious, huh?" Emerald admits easily, surprising Kohl and Lily. "Even if the fight doesn't begin for a few weeks, the battle begins now, you know? I guess it's kind of pointless if we don't know who's facing who though, huh?" She let out a sigh of defeat, and stood up. "Well, I've been caught. Sorry about that. I'll let you and Lily continue your lunch date. Have fun!"

The two Faunus watched as she left, while Lily bit her tongue. Kohl turned to the deer Faunus, and gave her a questioning look.

"You're not doing all this to scout-"

"NO!" she cut him off. "I mean I _was_ told to, but I'm not!"

"I was kidding," he laughed nervously. "You haven't asked anything pertaining to that. So is she the one you that called you the other night? She didn't seem very strict."

"No, Emerald isn't the one in charge. Our team leader is Cinder," she replied. "She's not one to socialize, so I doubt you'll see her around any time soon."

"And the last member?"

"Mercury," she spat.

"I take it you don't like him?"

"What gave it away? The guy is the worst kind of human…"

"Humans aren't inherently bad," Kohl began. "It's just a few that give them a bad name. My entire team is composed of humans, but they have my back just like any Faunus would, and I have theirs. This Mercury guy might be a shitty person, but it has nothing to do with his genetics."

"I know…" she admitted. "I just… hate him so much." Kohl placed a hand on her shoulder.

"You know what, I think it's time you've met my team," he replied. "You'll see how different they are. From what you've told me, you haven't really had any luck when it comes to humans, so let's change that."

Lily was about to protest, but saw the eager look Kohl was trying to hide. He really did want her to meet the bunch of humans. She only hoped that Naruto would remember their agreement that the night they reunited never happened. Not to mention if she somehow crossed paths with Blake again she wouldn't be able to explain herself out her situation.

"A-alright," she agreed, feeling a knot form in her stomach. She forced a smile on her face, but she knew it must have not looked genuine.

"Don't be nervous, they don't bite. Well, excluding Naruto, but I doubt he'll try to bite you."

"I don't think I want to know…" she laughed briefly. Kohl smiled, and messaged his team.

"So when are you going to introduce me?" she asked.

"I looks like Mindy and Naruto are coming back today, so why not now?" he asked. The normally stoic boy had a look of excitement that Lily found herself unable to deny.

"S-sure," she replied.

* * *

Vale: Industrial District

* * *

Torchwick returned to his hideout both furious and emptyhanded. He couldn't find a trace of Sapphire, meaning that he no longer had her protection from Cinder. Roman was tired of running, but it seemed that it was his only option. He slammed his cane into a metal container, creating a huge dent.

"Damn it!" he cursed. He had spent months planning the next phase, but it was all for naught if he didn't have the Winter Maiden. "Calm down Roman… getting angry won't fix anything…"

He felt two slender arms wrap around his waist from behind, and squeeze gently. He turned to see Neo hugging him, and couldn't help but notice the blood on her usually white attire.

"You take care of the kid?" he asked dully. Neo pressed her forehead into his back and nodded. "Great. I guess it just us two… again."

Roman gently pried the girl's arms off, and began to walk towards a foldable table that had his plans laid out. He looked it over, trying to find some way to salvage his weeks and weeks of work. Neo frowned, and decided to leave her partner be. With a quick use of her Semblance, Neo disguised herself to appear to have black hair and emerald green eyes. Her attire changed to be almost completely black, save for some white accents, and she walked out the door. This was a perfect day for froyo.

Neo walked down the street with her frozen yogurt, wondering how to cheer up Torchwick. The man wasn't perfect, Neo wasn't so blinded by her infatuation to think that, and his goals were far from noble. No, what she saw in him was something she couldn't put in to words, if she ever decided to speak. Frowning a bit at her lack of ideas, she took a seat on a bus stop bench. She didn't have anywhere she needed to be, and if Roman needed anything from her, she would always answer her scroll.

The more Neo thought about what caused Torchwick stress, it became increasingly clearer; Cinder. While she has been parading around Vale like an entitled crime lord, she did nothing to earn it. No, she strong armed those who worked for it, namely Roman, and used their notoriety to get what she wanted. What's more, she is still a faceless criminal to everyone in Vale… so much so, she can walk around claiming to be a student from Mistral. The frown turned into a scowl, as she thought of what else she had done to disrupt Roman's criminal empire.

"Hello there, are you alright?" asked a young voice. Neo looked over to see the orange haired girl from the docks. Neo gave her a smile, and nodded. "Oh, good! I was concerned that you may be feeling sad!"

"I told you that she was alright," said the teen with grayish blue hair. Neo recognized him as the cop kid that attempted to arrest Roman and her a few months back. Luckily, it seemed her disguise fooled him, as he didn't spare a second glance.

"I'm sorry Miss, Cobalt still has trouble making friends! He doesn't mean to be rude."

"I'm not being rude Penny," he said, resisting the urge to roll his eyes. "You can't just walk up to people like that. Headmaster said so." Neo watched the two, amused at their strange interaction.

"You said you wouldn't tell!" Penny gasped.

"I'm not, but that doesn't mean we should disobey orders every chance we get," he reiterated. "I'm sorry about intruding, we'll be on our way." Cobalt dragged along Penny, although he couldn't bring himself to reprimand her any further. Penny used her built in Scroll to talk to Cobalt.

"Why are you so distant to others? You won't make any friends that way."

"I don't need friends," he replied, looking back to Neo. Penny let a small frown form briefly. "Let's get just finish what we came here for... I'm sure Ceil and Robin are fed up with us spending so much time away from them."

Penny nodded, walking beside Cobalt once again. Neo continued to watch as the two left, and began to type away at her scroll. While the interaction was amusing, if nothing else, she had bigger things to worry about.

* * *

Vale: Near CCT

* * *

Sapphire sat in the public library, frustrated at the world's technology. Everybody on Remnant seemed to own, or have access to a Scroll, which was linked to their identity. She couldn't so much as check out a book without one. While she was well aware that Torchwick had been feeding her lies since the beginning, she wasn't foolish enough to think that people weren't still looking for her. She watched, as mostly students, walked in and out with their books, not thinking twice.

"Come on, I need to see if they have the book!" said an eager girl, pulling her friend by the hand. "This is the biggest library in Remnant, they have to have it!"

"Penny, slow down," her friend sighed.

"Aw, Cobalt, don't be so boring," Penny grinned. "We're friends, right?"

"Of course we are."

"This is the sort of things that friends do," she said, matter-of-factly. "At least that's what Ruby says."

Sapphire watched the two strange teens walk through and simply wave their hand over the panel that allowed them to view the available books. Was the Scroll check just a formality? As the two entered, she attempted to do the same, but nothing happened.

"Please present your Scroll for identification purposes," the terminal spoke. Sapphire raised an eyebrow, and began to trail the two students. It only took a few minutes before the duo stopped in front of a children's' book section. The two were much too old to be reading those fairy tales, thought Sapphire. Regardless, she approached the two.

"Excuse me," she called out politely. Penny and Cobalt turned to her.

"Hello there!" Penny greeted. Cobalt nodded to her.

"I just wanted to ask you about the terminal over there," Sapphire began.

"Oh, did you forget your Scroll?" asked Penny.

"Well, yes, but that's not what I was going to ask," she admitted. "It's I've been here a few hours, and everybody has scanned their scroll before checking out a book, but you two didn't."

"Oh," Penny said, a bit of concern in her voice. She hadn't even thought that somebody would be watching the terminal.

"What of it?" asked Cobalt, a bit defensively. He could sense Penny's concern the second she became uncomfortable.

"I don't mean to put you on edge," Sapphire added quickly. "I just, you see, I'm trying to dig up some research... Look, I don't expect you two to understand, but I was separated from my family many years ago, and I'm looking for them... I thought if I looked through the archives here in Vale, I could find them."

"Oh my..." Penny said sadly. "Miss, I'll be happy to help you!"

"Penny, we don't have time," Cobalt began.

"Cobalt, she misses her family," Penny argued. "Can you imagine how hard that must be? I don't know what I'd do if Father went missing..." She turned back to Sapphire, with a determined look. She led Sapphire to the computer terminal, where Cobalt stood by watching. "What would you like me to search for?"

"The Fetchmara family," she said with a grateful look. "Thank you, Ms. Penny. This means a lot to me."

"No probably," Penny smiled, as she searched using her internal computer. Penny made sure to appear to as if she was reading the the screen in front of her.

* * *

Beacon: MNKM's Dorm

* * *

"You two are back!" Marie shouted as Naruto and Midnight walked in through the door. She hugged Midnight in a tight hug. "It feels like it's been forever since I've seen you two!"

Midnight's face was blank, as she didn't immediately register what she was feeling. How could she be so blind? She raised her arms shakily, and slowly hugged Marie back.

"Thank you," she whispered to Marie. Her hug started gentle, but as she finally began to feel her own emotions come on, she squeezed tighter.

"Mindy, what's wrong?" asked Marie, alarmed. Naruto shrugged. The leader felt Midnight's face bury into her neck. "It's alright, Mindy, let it out."

"She's been through a lot," Naruto whispered. "She's fine now, though."

"You mean…?" she asked.

"She's gone," Midnight confirmed, finally letting go. "I'm sorry Marie."

"What are you sorry for? I'm just happy to see you smiling again."

"Aw," Naruto found himself saying. Marie shot him a lighthearted glare. The sound of knocking at the door got the three's attention. "I'll get it," he quickly answered, rushing away from Marie. He swung the door opened, and saw the final teammate with a very familiar Faunus. He kept his face neutral, despite seeing her eyes widened a bit.

"Hey Naruto," greeted Kohl, looking over his shoulder. "Everybody's here?"

"Yup," he nodded.

"Great, so I guess this is it," he said to Lily. "Lily, this is my team, Naruto, Mindy, and Marie. Guys, this is Lily." The room was unusually silent, which confused the Faunus boy. "What's up with everybody?"

"Oh, sorry," grinned Naruto, "I thought I recognized her, but it was just my memories playing tricks on me." Naruto made sure to investigate the situation later, as Lily made it clear she was working for the White Fang. While he didn't want to think ill of the girl down on her luck, he didn't want to rule anything out.

"You're not supposed to be here."

All eyes fell on Marie, who hadn't stopped staring. Her normally unwavering voice was small and fragile. Midnight walked over to her leader, and placed a reassuring hand on her shoulder, but it did nothing. Naruto scratched his head in confusion, while Kohl looked surprised.

"What are you talking about?" asked Kohl, stepping in front of Lily. He glared at his leader, before he saw how emotional she was beginning to get. "Marie, what's wrong."

"She's supposed to be dead," she whispered, as she took a step closer. "Everybody told me you were dead… Lilac, how are you here?!"

The deer Faunus refused to meet her gaze, as a scowl began to form on her face.

* * *

 **A/N**

 **I want to explain how this isn't an asspull, but no matter how I try to write it, it seems like one. There have been hints (granted they were subtle) sprinkled throughout the story, but from what I've gathered, nobody has really put the two together. This chapter is _much_ shorter than usual, I know, but I didn't really have much to add after Midnight's arc coming to a plateau. Really, all the characters have important roles to play, but it's hard to really put so many in the spotlight chapter after chapter. **

**Well, enough with the excuses for the shortened chapter, and seemingly random twist that has occurred here. If you have any issues with it, you can leave a review, unless you're rude or angry, then I ask you message me directly, so I may respond accordingly.**

 **Friendly reminder that the quiz is still on my profile for anybody to take. The winner's OC/OC team will make an appearance in the Tournament, and, if you so choose, you can help write all the scenes that contain them to ensure that they are in character and acting/reacting as you envision they would. I wouldn't want to muck up the characters you worked so hard to create, as I know I wouldn't want mine to be. I've decided to end the contest on the last day of this year, December 31st, 2017. With the official deadline, I hope to see more entries soon.**

 **If you win, but don't wish to include, or don't have any OC's to offer, we can discuss your prize at a later time, and the runner up will get the OC appearance prize.**

 **Review Corner:**

 **doomqwer: Thanks, I appreciate the words of encouragement.**

 **SenorCheesecake: I want to apologize in advance for interrupting your sleep schedule again, and for the shorter than usual chapter.**

 **Fuyuriku: I'm glad you saw it that way, as I've had experiences on previous stories where my readers didn't like that. Thankfully, that account is long gone, so I can focus on these stories instead.**

 **Rio Skyron: I like the way you think, sir. I can't say for certainty that I will use those exact words, but we will see what the future holds for our heroes.**

 **Shadow-Shinobi666: Thanks**

 **Ultimatrix bearer: To hear anything of mine to be compared to the MCU is awesome to hear, and I enjoy weaving complex stories that make sense in the end. I'm sorry to say that this chapter hasn't connected all the dots yet, but it's getting there.**

 **Cy Man: If the last chapter felt short, this one is going to feel like nothing, lol. I had Ozpin sort of explain what happened to Skylar, but of course, even a wise man like him doesn't have all the answers. Lily not mentioning that Naruto saved her is to sort of conceal the fact that she knows who he is, and all that jazz. While she does have strong feelings for Kohl, she still has a mission to complete. Naruto will get some more time in the spot light as we approach the Vytal Festival Tournament, so just be a little more patient with me please.**

 **ChoasUnblanced: I don't know how to take this review, because it has really inspired me to be a bit more ambitious with my future projects. While this story, I feel, is what most of my followers will know me by, I think I can tackle more challenging and grander stories after I finish it. I don't think I'm a better author than "countless" others, but if you feel that way, thanks. It means a ton. I wish you wouldn't have posted as a Guest, because I would have liked to send you a thank you much sooner than this.**

 **THE-Twilight-BlazeKnight: I don't know exactly how many OC's you'v seen, but to say that mine was one of the best is really humbling. I tend to work backwards with my characters, so when that work pays off, it's nice to see that others appreciate it too. Kurama and Naruto bickering was a way, I felt, really shows how the two have gotten used to each other. I hadn't thought of making Marie and Naruto Pranksters, as Yang was more fitting of that role, but I ended up not really having them prank anybody either. Maybe in the future when the plot has come to a slow point.  
The fact that you, and a few others, enjoyed the flashback was and still is a huge relief. I was really iffy about it, and decided that I wanted to share the truth, and not the twisted Skylar version, or the 'official' documented version, or anything else. It was true, factual, recollections of the events that took place over the years and showed that Skylar wasn't a horrible mother, but just a desperate one. I'm pretty sure that this chapter is nowhere near to the previous one in terms of anything you listed at the end of your review, but I can't make emotional chapters like that every time lol.**

 **Once again, I apologize to everybody for the length of this chapter, and promise the next one will be at least 7K words.**

 **In addition, I promised Cous1000 (Guest Reviewer) that I would do this again, so here it is.**

 **The second Q &A for the characters! **

**The rules are basically the same. You can ask any character introduced thus far whatever you want, so long as it doesn't fall into spoiler territory. You're free to ask as many questions as you want, however, if I receive too many, only the first question or first few will be answered, so order them carefully. Also, send me the questions via PM, as I don't want to artificially increase my review count while doing this (Unless you are leaving a review anyway, in which case add it on to the end). Make sure to include who your asking in the question. It can be fun, personal, or more on their background if you're curious. **

**Well, that's pretty much it, this time around. I'll see you all next time.**

 **~LVR6**


	27. Birds of a Feather

Chapter 27: Birds of a Feather

* * *

"Lilac… please answer me," Marie practically begged. She wanted to take a step forward, but the uncertainty that overwhelmed her cemented her feet in place. The Faunus in question inhaled sharply at her voice. "What happened to-"

"Shut up," Lily snapped, glaring at the young leader. "I don't have to explain myself to you."

"W-what are you talking about?!" Marie asked baffled. "You're my best friend! I thought you've been dead for nearly eight years! What's happened to you?"

"The White Fang," Naruto answered grimly. Both girls looked at him with differing expressions; Lily's of betrayal, and Marie's of shock.

"You said you wouldn't say anything," Lily accused.

"You knew?" Kohl whispered to himself, before turning to Lily. "How did he know?"

"I think we have a more pressing concern at the moment," she nearly growled at him, gesturing to Marie. The team leader appeared as if she was about to burst. Marie walked over to the girl, and outstretching her arm as if to ensure she was actually there. Just as she was about to make contact with her shoulder, she felt a painful slap. "You don't get to touch me."

"Lily!" Kohl said in shock, grabbing her wrist as she raised her fist. "What the hell is wrong with you!?"

"You wouldn't understand," she bit back, yanking her arm from his grip. Lily looked at Team MNKM, scoffed, and began walking away. Kohl wanted to go after her, but turned back to his team. Marie still hadn't moved from receiving the slap, and her arm was still out.

"Marie, are you alright?" asked Naruto, grabbing her shoulders to get her attention.

"No," she said simply. There was no emotion in her voice, and it rang hollow. "How could I be?"

"I'm so confused right now," Midnight whispered to herself. It seemed to her that she was the only one who had no idea who the Faunus girl was. Naruto looked over to her, and shook his head.

"We all are," he admitted. He shook Marie a bit. "Why don't we just say what we know and try to piece something together, huh? It seems we all know something the others don't."

"R-right," Marie agreed, taking a deep breath. Her empty gaze hardened as she turned to Kohl. "You first."

"Why do I feel like a suspect?" he asked uncharacteristically defensive. "If anything, Naruto should go first, given he's known her longer than I have!"

"What's your problem, Kohl?" asked Naruto, put off by his misplaced anger. "We're just trying to figure out what's going on, why are you so touchy about it?"

"Like you'd get it," Kohl spat, stomping over to Naruto. His narrow black eyes were full of resentment as he glared at Naruto.

"Cut it out," Marie said firmly, stepping between the two. "Kohl, why are you acting like this?"

"Oh, are we back to my interrogation?" he asked sarcastically. "Is Naruto the only one allowed to keep secrets?"

"What's your issue with me?" Naruto asked, now angry. "Where is any of this coming from?! We haven't even seen each other that much in the last week, what did I do to you?"

"Why don't you tell us what you've been doing then?" he countered. "Where have you been all week, huh?"

"He was with me," Midnight replied, her voice barely loud enough for them to hear. "She's not with me anymore, my mother…" Kohl looked at his partner in disbelief. He pinched the bridge of his nose as he tried to calm himself. He failed to see Marie's look of surprise.

"Is that alright with you?" asked Naruto, crossing his arms in annoyance. Kohl finally snapped, and sucker-punched Naruto.

"KOHL!" Marie shouted, as she shoved the Faunus boy to the wall. She gripped the collar of his shirt. His stoic expression further infuriated her, as he rolled his eyes in annoyance.

"Really?" Naruto asked, nursing his bloodied nose. He did his best to reel in any anger, knowing that anything he did would only escalate the situation. He waved Midnight away, ensuring her he was fine. Kohl pushed Marie away, and walked out of the dorm, slamming the door behind him. What remained of the team sat in silenced, unsure of how the turn of events occurred.

"So, um, Lilac is Lily, huh?" Naruto asked casually. Marie let out a humorless laugh at his attempt to break the silence. "To set things straight, I've only come across her twice, and the first time I didn't even speak English…"

* * *

Following Morning: Vale Library

* * *

Sapphire had returned to the library, and was eagerly awaiting the strange duo she met the day before. She was seated just in front of the main entrance, although she wore the hood Naruto had torn up months before in attempt to conceal her face. She was aware it probably attracted more attention to her, but also knew people would mistake her for a poor person… which wasn't entirely inaccurate. Her stomach growled, as she hadn't eaten in nearly two days.

"Salutations!" Penny greeted from afar. She happily waved her hand at her, as Cobalt followed closely behind. Sapphire smiled politely, and waved back.

"Good morning, Ms. Polendina," she greeted back. "Mr. Anderson, thank you two for meeting with me again."

"It's what friends do," Penny replied sincerely. "Oh, Cobalt has what we found. It wasn't much, but there was a big gap in the searches."

"What do you mean?" asked Sapphire, receiving a thin manila folder from the male.

"Well, the only Fetchmara we found was from Atlas, not Vacuo like you said. He was mentioned in a lot of newspapers at the time for… unfortunate reasons, but never made international news."

"I see…" she nodded, as she opened the folder. She began to skim through the articles, a bit saddened by the various headlines. "Does it say where he is now?"

"He's deceased," Cobalt answered bluntly. Sapphire's head jerked up in shock, seeing Cobalt's grim expression, and Penny's sad one. "I'm sorry for you loss."

"He was involved in some accident working on some machine," Penny added glumly. "Apparently a few years prior, he lost his wife in a similar accident."

"Both of them?" she asked, barely audible. She began to flip through the pages, hoping it was some mistake. To her dismay, a newspaper clipping had a photo of her father next to the headline. A few pages behind that, she found an obituary for her mother praising her work as a Huntress. "What about Midnight?"

"Midnight?" repeated Penny. "I didn't see anything about any Midnight."

"What can you tell us about Midnight?" asked Cobalt. "It may help our search if we can narrow down where to look."

"She's just a little girl," began Sapphire, "I mean she _was,_ but that was… so many years ago. She would be… seventeen or eighteen now…"

"Oh, so she's old enough to go to a Huntsman school!" Penny realized. "Cobalt and I can look into the school databases to see if she's a student. If we don't find anything, we can try to look into regular high schools, but those records tend to be harder to access."

"Thank you," Sapphire sighed tiredly. Penny and Cobalt nodded and walked into the library, giving her some time alone. The Maiden hugged her knees to her chest, as she desperately attempted to keep her sadness from showing. To her dismay, she could see frost forming on the glass doors to the library. Channeling her powers into her fingers, she began to write on the bench she sat on. Once her note was done, she got up and left in a hurry.

* * *

Torchwick's Hideout

* * *

"What are we going to do?" Roman asked himself for the umpteenth time. He was truly out of options. "If we try to run, we'll be caught before we board any airship… and we won't get far by caravan… not to mention the dangers of going by sea…"

He took a step back, and sighed. He was in between a rock and a hard place. He had no way of getting out of Vale fast and far enough to be safe from Cinder or those she worked with, and she would undoubtedly have him killed if he attempted to show his face to her. Even if he had Neo with him, those two kids she brought around weren't pushovers. From what Cinder had told him, Mercury was the one responsible for the death of his father, Marcus. Roman was confidant in his skills, but crossing Marcus Black was one of the last things he wanted to do, let alone the one responsible for ending his very successful career.

"So, we're stuck hiding with our tails between our legs," he scoffed. He frowned, and sat on a crate. When Neo's absence made itself apparent, he wrote out a quick message. "I need a drink…"

* * *

Neo swung her legs over the rooftop she sat on when she felt her scroll go off. Her mismatched eyes skimmed over it, and she let out an inaudible sigh. She swung her legs back onto the roof, and walked over to the squirming figure. She grabbed the notepad that was on the ground and scribbled a quick note.

"Mphm!" the male tried to shout. Neo caressed his face in a mockingly affectionate manner, before she held up the notepad.

"Looks like playtime's been cut short today." Neo pouted a little as she grabbed her estoc from the male's stomach and slowly pulled it out, earning a pained, yet muffled shout of agony. The cloth gagging him came loose.

"Please, let me go," the teen begged. "I won't say a thing to anybody, I swear! I'll apologize to Torchwick, I'll find the ice bitch, please just stop!"

Neo frowned as her toy began to talk again. She grabbed his gag and readjusted it, tightening it further for good measure. Once satisfied, she made her way down the fire escape.

* * *

Beacon

* * *

Team RWBY and JNPR talked over the noise of the cafeteria, several different conversations going on. Yang was asking around to see who was taking who to the dance that weekend, where Ruby and Ren was listening intently to another one of Nora's dreams. Jaune and Pyrrha were off in their own little world, although it became apparent they hadn't told anybody. Blake and Weiss were quietly eating, the former reading and the latter staring at her scroll.

"What's wrong, Ice Queen?" asked Yang. "Expecting a call?"

"No, not really," she replied hesitantly

"What is it then?" the blonde further inquired.

"It's just Kohl told me yesterday he was going to introduce the girl he's been seeing to his team, and I told him I wanted to know how it went."

"Well, how'd it go?" asked Yang, now curious as well. It had been a while since she had seen or heard from their sister team, excluding Marie.

"He hasn't replied to any of my messages," she admitted. "He's never taken this long to reply before, and given that I haven't seen him or his team, it's a bit concerning."

"Have you met Team MNKM?" asked Yang, "Not counting Pyrrha, they're the nicest students here at Beacon! Marie stuck up for Velvet, Blake said that Naruto helped her with some personal stuff, I'm sure I don't need to give any examples of Kohl... and Midnight, well, she's quiet, but not mean. I doubt there were any issues."

"What are you guys talking about?" asked Ruby. It seemed that Nora had finished recounting her dream.

"Boy stuff," Yang answered with a smirk.

"Ew, gross," Ruby replied, crinkling her nose a bit. She turned back to Team JNPR, while Blake discreetly began to listen more intently. Yang turned back to her teammate, and shrugged nonchalantly.

"Why don't we just go find them and ask?" she offered. "I still owe Whiskers another rematch, now that his Aura's working again."

"It is strange that his scroll is so faulty with reading his Aura," Weiss noted. "You think it has something to do with his Semblance?"

"Dunno," Yang admitted. She turned over to her partner. "Hey Blake, when you use your clones does it mess with your scroll?"

"Hmm? No, it doesn't," Blake replied, feigning ignorance to the conversation. "What makes you ask?"

"Well, you and Whiskers have a similar Semblance, right? Clones and stuff?"

"You can say that," Blake shrugged, "But there is a few important differences."

"Like what?" asked Weiss.

"Well, for one, his clones can walk, talk, and pretty much act independently from him… well, as far as he claims. Mine are used for distractions during a fight. I can switch places with them, leave them behind to use them as feints and things like that."

"It sounds like his are more corporal," Weiss thought aloud. "Maybe since they have their own 'body' if you will, his scroll malfunctions trying to read the different levels."

"Man, we aren't in class right now," Yang groaned. "Now's not the time for learning. What are you guys trying to figure out Whisker's Semblance for? Just ask him, he's right there! WHISKERS, OVER HERE!"

The blond in question looked up and forced a smile. Yang continued to gesture him to come over until he finally relented.

"Um, hey Yang," he greeted. "Team RWBY, JNPR."

"What are you being all formal for? We're all friends here," Jaune laughed.

"Right, sorry, it's just I was sent on an errand. You know, mission mindset."

"No… I don't," Ruby replied. "What's that?"

"Never mind that," Weiss interrupted. "Did Kohl introduce you to his friend?"

Naruto's face went from uncertain to disappointment so quickly Weiss couldn't help but feel she had said something wrong.

"I'm not allowed to say," he shrugged. "Boss and the others haven't decided on a course of action yet."

"Boss?" repeated Ruby. "Ooo, you call your leader Boss? Maybe I should have a title like that!"

"No," the rest of Team RWBY deadpanned.

"Aw…" she whined.

"No, Marie isn't Boss, Naruto is," he explained. "Look, I'd like to stay around and talk, but I have to take some food to Mindy. The other two have Marie's and Boss' order, so I don't want to be late."

"Other two?" asked Blake, looking to the lunch line. To her, and the two team's surprise, there were two more Naruto's carrying two trays, heading out of the cafeteria. The third Naruto whom they were talking to had also noticed this, and ran over to the lunch line and began to gather some assortment of items.

"He can make three clones?" Yang said impressed. "Man, if he had quadruple teamed me during our spar, he might've had a better chance…"

'Quadruple team,' Blake repeated in her head, burying her nose back into her book. She hoped nobody saw the pink that dusted her cheeks. 'Bad Blake!'

* * *

Vale: Library

* * *

"Sapphire," Penny exclaimed as she walked out of the library. "We found a match! There is a single Midnight Fet-, Sapphire?"

"Where'd she go?" asked Cobalt, looking around. "She was sitting on that bench, right?"

"Cobalt, look!" Penny called over. She pointed to the spot the Maiden was sitting on about an hour ago, but all that remained was a trail of frost. "I think it's a note."

"What's it say?"

"I think it's, um, Ducks? Decks? Maybe Dick's?" Penny began, listing off the possibilities. "Oh, it says Docks!"

"You think that's where she is?" Cobalt asked. Penny nodded, as she looked around for anything else that may give a hint.

"I'm able to sense a drastic drop in temperature here," she informs quietly. She looked down on the ground and saw a very light amount of frost. "It looks like she went that way."

"This can be a trap," he said hesitantly.

"Why do you think that? She was looking for her family!" Penny chided.

"Penny, she knows that we're not normal," he warned. "She had been watching that terminal when it scanned our built in scrolls. We have to be careful."

"You think she's trying to capture us?" Penny whispered in concern. The other android grimaced at his own paranoia.

"I could be wrong," he replied, "but I think it would be best if we thought about this sort of thing before jumping head first…"

"You're right," Penny sighed sadly. "I'm sorry, Cobalt, I guess I'm still too eager to make friends… I didn't even think that something like that could happen, and with all of Father's warnings… Maybe I'm not ready to be out on my own…"

"Hey, I'm just a bit…" he began, as he thought of the appropriate word, "cautious, I guess. I can be a bit overly cautious, though, so it's something I need to work on. So, let's find a middle ground, together." He held his hand out for a handshake, but Penny tackled him into a hug.

"Oh, you're such a great friend," Penny chirped happily. "Thank you Cobalt!"

"S-sure," he stuttered, as she let go. "Let's, um, go to the docks."

* * *

Beacon: MNKM's Dorm

* * *

"Alright, so are we going to talk about this, or not?" asked Naruto, as his clones brought the three members food.

"I already told you, I have no idea," Marie sighed. "I don't remember ever doing anything wrong for her to look at me like that…"

"Not to mention she slapped you," he pointed out.

"Do you think Kohl is going to come back?" asked Midnight.

"He will," Naruto assured. "He's probably just… overwhelmed or something. Knowing his type, he probably just wants some time to think this out."

"You said Lilac confided in you about being in the White Fang?" Marie brought up. "How exactly did that come up, if you've only seen her twice?"

"I'm not really allowed to say," Naruto winced.

"This isn't the time to be keeping things from me," Marie glared.

"I know, but, it involves somebody else, and I'm pretty sure that I'm not allowed to say who."

"Then skip that part!"

"But that's the whole story!" Naruto groaned, standing up. "Hold on, just give me a minute."

"No, you're not going off again, we're going to stay as a team now!" Marie shouted. "I've let all of you do whatever it was you wanted, but Kohl was right! If I'm going to get on his case about secrets, that means none of us get to keep anything from each other!"

"Marie, that seems a little-," began Midnight.

"I don't care!" she shouted at the quiet girl. "I haven't been able to do anything right as this team's leader, I need to start now!"

"Being leader isn't about telling us what to do," Naruto sighed.

"What do you know?" Marie scoffed. "Do you know how much pressure it is? I don't know how to deal with it, so I've just done nothing, but it's only making the problem worse! Before last night, you and Midnight were basically always with each other, while Kohl was off with Lilac! I've been talking to team JNPR and RWBY for the last few weeks, and it's hell whenever they ask me how you guys are! I don't know what to say to them! Now, Kohl won't look me in the eye, and he punched your goddamn nose in! What does that say about me?"

"Nothing," Naruto replied simply. "You can't be expected to be held accountable for what we do, leader or not."

"But Kohl-,"

"Probably needs a friend right now, not somebody ordering him around. I'm going to go find him, and I'll try to figure this all out. It's obvious he has something against me, and I'm going to find out what. You… just figure things out with Lilac, alright? You deserve answers, and she's the only one who can give them to you."

Marie refused to look at him, staring at the floor ashamed. While it was her best friend, it only took one ghost from her past to push her off the edge.

* * *

Docks

* * *

"Do you see her anywhere?" asked Cobalt, as he walked between two shipment containers. Penny hummed a no, looking higher.

"Maybe she got tired of waiting," Penny sighed.

"Or maybe she's trying to come to terms with her family's passing."

"Speaking of which, you didn't have to be so blunt about it," Penny chided.

"Would you rather I give her false hope?" Cobalt asked, genuinely confused.

"No, not exactly, but you could have tried to be a bit more compassionate… Like Ruby! When she found out I was… well, you know, not real, she didn't only take it well, but she also said I was just as real as any other girl."

"That doesn't really apply, Penny. Nothing I could have said would have made the fact any easier to accept," he replied. "I understand that I can be a bit… callous, but sometimes sympathy can come off as pity."

"I see," Penny reluctantly replied. She hopped off the container she stood on and walked alongside Cobalt.

"I'm here," whispered Sapphire from behind them. Cobalt immediately raised his palm out, pointing it at the sound. A moment later, he registered who it was, and lowered his arm.

"Sorry about that," he begun, "I wasn't expecting you to drop in on us like that."

"Ms. Sapphire, I'm terribly sorry about earlier today," Penny interrupted. "We didn't want you to have to bear that sort of news alone… We should have stayed with you a little longer."

"No, it's alright," Sapphire smiled gently, though there was a noticeable amount of sadness behind it. "I… I'm better off alone. I only bring hurt to those who try to keep me close."

"What makes you say that?" asked Cobalt. "Who have you hurt?"

"From what you two have told me, my parents," she laughed humorlessly. "Then the island tribe that adopted me after I ran from Vale… It was because of me that those two criminals showed up to whisk me away. Even Roman and Neo… I know now they were using me, but now they've got nowhere to go if the Fall Maiden really is after them. Who knows what will happen to you two if you stick around too long."

"That's nonsense! You can't possibly blame yourself for any of that!" Penny insisted. "How could any of that be your fault?"

"It's my curse," Sapphire admitted, looking away. A moment lingers as the two androids look at her, when she finally lets out a breath. "Look… I know your secret, so it's only fair I share mine, right?"

"What do you know about us?" asked Cobalt, alarms going off in his head. His fingers twitched in anticipation.

"You two haven't awakened your Semblances," she answered simply. The two looked relieved, though confused. "I can sense and interpret people's Aura, and Semblance. Since I met you two, I haven't found your Semblance yet, and given how often you two are together, I assume you two are in a Huntsman team, right?"

"Right," Penny agreed.

"A lot of people your age tend to be ashamed of not having their Semblance yet. Unless you two are like that boy with the eye shadow... though he didn't even have Aura, so I doubt that." She decided to keep her suspicion of Cobalt to herself.

"You're absolutely right," Cobalt answered quickly. "It's really embarrassing, especially when it seems like everybody has one."

"I thought so," Sapphire nodded. "But as I said, it's only fair I tell you mine."

"What is it?" asked Penny.

"I have magic," Sapphire answered simply. "Without the aid of Dust, or my Aura, I can manipulate all sorts of elements, although ice and water comes easiest to me."

When the two androids didn't react, she took it as a sign that they didn't believe her.

"Watch," she gestured, conjuring a small flurry of snow in her palm. It swirled around for a few seconds, before she touched the container next to her. In an instant, the entire thing was encased in ice. "Do you believe me now?"

Cobalt nodded dumbly, making a mental call to Ironwood. Penny on the other hand was excited.

"Oh my gosh!" she exclaimed, "That was amazing! Where did you learn how to do that?"

"It's not a good thing," Sapphire replied sternly. "These abilities have caused me nothing but grief. It's not something I can teach either. According to those who showed me how to harness my _gift,_ I was chosen to use them to do some stupid job I never agreed to. It's because of these damn powers that I haven't seen my mother or father in the last fifteen years, and that I didn't get to see how my sister grew up!"

The wind around them began to pick up speed, and dark clouds began to form overhead.

"I didn't want this! I never wanted this!" she nearly shrieked. Her vision began to get blurry from the tears that were forming. "I just wanted to make my mom proud… to show my dad I could be strong…" Sapphire's breathing became erratic, and she didn't realize that the orange haired girl was now standing in front of her. Without a word, she hugged her gently.

"I… I never got to meet my mom," Penny admitted, uncharacteristically sad. "I wouldn't know how to feel if I ever lost Father…I don't know how you're feeling, and for that I'm sorry, Ms. Sapphire, but you don't have to be all yourself anymore."

Sapphire hesitantly embraced the girl back; idly trying to remember the last time she was shown affection. With her powers becoming erratic from her emotions, she couldn't believe that this girl could weather her frigid touch.

"We have some good news though," Penny whispered gently. "Cobalt and I found a student from Vacuo named Midnight Fetchmara. There were some errors in the files, but she should be arriving with the rest of the Vacuo students. She might even be here now."

"Midnight is here in Vale?"

"Since the Vytal festival is being held in Vale this year, your chances of finding her here are as good as they're going to be," Cobalt chimed in. "In fact, Penny and I can find you a room for the next few weeks you can look for her when the tournament starts."

"You've already done so much-," began Sapphire.

"I insist," Cobalt interrupted. Sapphire looked astonished.

"Thank you..." she whispered.

* * *

Vale: Park

* * *

Lily sat on the park bench going through files on her scroll, silently berating herself. She shouldn't have allowed her emotions control her, especially when the mission was far from over. She still didn't have much information of use of team MNKM, but she'd have to put that aside and figure out how to deal with Marie. She didn't get long to ponder that, however.

"What are you doing here?" she asked. She kept her tone neutral, but there was a slight edge to it.

"I had to make sure you were ok." Lily laughed sarcastically to herself.

"Really? That's going to be your reason? I slap your leader, and your checking up on me?"

"Lily," began Kohl, "I'm not trying to take sides right now, but you don't have anybody to lean on right now."

"I don't need anybody-,"

"I didn't say you did. I want to be here." She looked over to Kohl, and was surprised to see concern all over his face. "You were right, I don't understand what you're thinking, but I want to."

"You want to hear my side?" The fellow Faunus nodded to her, and Lily's expression brightened slightly, before souring at the memory. "I'm not really sure how to phrase it."

"Just say it then." Lily looked away, as if ashamed, and inhaled deeply.

"You grew up in a Faunus village, right?" she asked. Kohl nodded, albeit confused. "I don't know all the details, since you haven't really wanted to talk about it… but you had family, and that wolf Faunus friend you don't like to mention. I only had Marie."

Kohl nodded, though he still wasn't sure where she was going with her story.

"You see, back in Mistral, you're either hyper rich, or uber-poor if you lived in the city. Marie and I were just a couple of street rats trying to make our way in the world. The orphanage was always full, and that's where Marie and I met. She stood up for me when I was getting harassed by a couple of humans."

"This doesn't explain why you two aren't on good terms now."

"I was getting to that, ass," she said rolling her eyes. "At first, I thought she and I were friends, and given that I hadn't had one until then, I didn't want her to leave me. I… had a lot issues as a kid, especially when I was the only Faunus kid my age. The older Faunus kids could fight back, but I never did… I wanted to, but Marie took all my fights for me. I thought she was being kind at first, and I thought that for a long time… It wasn't until she had signed us both up for the Mistral Tournament did it become apparent that she was preventing me from becoming stronger. Our entire childhood, she made me depend on her, and because of that I was weak. I didn't even make it past the first round, but Marie, oh, she was one round away from facing her idol."

"Pyrrha?"

"Yea, her. Of course at the time she was just another contestant, but Marie strived to be just like her… and me? I was just her little follower. Marie saw me less of a friend, and more of a fan. She put herself on this pedestal so she could 'achieve glory', or some stupid idea like that, and I had enough of her being around to save the day. I told her I wanted the join the White Fang, and at the time, they were still doing peaceful protest… but there was a rumor that they would train young Faunus to fend for themselves. Of course, Marie didn't agree, and insisted that I stop thinking about it… so I did. For years, I put it off in favor of my 'best friend', but she had long since stopped caring for me. She treated me less like an equal, and more like a responsibility. So I left, and joined the White Fang. I didn't tell her at first, knowing what she thought. My mentor told me I was a quick learner, and he took me and a few others to train with, privately.

"I thought it was a good sign, and I put all my effort in trying to stand out… and I eventually couldn't split my time evenly between my family in the White Fang and Marie. I spent more and more time with the Fang, and Marie hardly seemed to notice, as she was too engrossed with her own devices. She had already made more friends from the tournament, and they trained together. I eventually told her what I've been up to… and she just didn't respond. We just looked at each other for an eternity, and Marie just… shook her head."

"You two grew apart," Kohl surmised. "It doesn't explain why you hate her so much."

"I don't hate her," Lily glared. "I can't describe what I feel for her, but hate doesn't even come close. We were inseparable, but she threw it all away chasing some stupid trophy! Beating Pyrrha was her biggest priority, all the while she was mine!"

Her eyes were watering, but she looked angry.

"Do you know what it's like for the one person who means the world to you… to just toss you aside like you don't matter? To drift away from you so slowly that when it's finally over, you wonder how it happened? Marie didn't come looking for me for months. I had already forged true friends by then, and I didn't want to be her little puppet anymore! Even now, she's trying to bring me back into the stupid shy girl I used to be, who wanted nothing more than her approval."

"Lily…" Kohl began, but he failed to come up with appropriate words.

"I know," she sighed wistfully. "It sounds petty when it's all out there. After all the time you've spent with her since you've met, you probably doubt everything I said about her, but-,"

"I believe you," he interrupted. "This is a difficult situation… but you're not alone. I'm with you."

* * *

 **A/N**

 **So it's Christmas Eve, and I couldn't wait another day to keep this update to myself, so Merry (Early) Christmas. If you don't celebrate it, well, here's an update anyway.**

 **I have an important announcement, and that is that there is only a week left for the OC contest. I will be closing it New Year's day, so do your best.**

 **I'm going to be accepting questions still, and I'll probably end that chapter 30. It's a nice round number, so keep those questions coming.**

* * *

 **Review Corner:**

 **Rio Skyron: I'm glad you enjoy Torchwick's subplot, and hopefully you enjoyed Neo's scene this time around.**

 **Guest: Sapphire is on her way, as you can see from this Chapter.**

 **Ultimatrix bearer: Marie actually mentioned Lilac being a Faunus, and being killed on a mission back in the first few chapters. You also keep being awesome!**

 **Cous1000: You signed in this time around! The tournament will be different with both match-ups and course of action, and results, so I don't think it will go the way you're thinking.  
I would love to update more frequently, but I'm pretty busy a lot. I try to be as fast with my updates as I can, though I also have a lot planned, so it's a bit hard including everything I need to in every update without it being so cluttered. **

**Shadow-Shinobi666: Thanks, and I guess it wasn't so random lol.**

 **KyleDaTyle56: I believe you've put it all together, and I should be thanking you for not spreading that spoiler around, even if it was just a theory. I've been putting Omakes off for a while, so I hope you'll like this one. While not COD, it should get a few laughs.**

 **SenorCheesecake: I'm sorry about that, I try to update as frequently as I can.**

 **L33Fish: I guess when you binge the entire story, it's pretty predictable. I'm really happy to hear that my story avoided those two pitfalls, especially the first one. This is a Naruto x RWBY crossover first and foremost, but a god** **among** **men isn't really fun to write nor read.**  
 **I could not agree with you more about your second pitfall though. I don't understand the point of bringing in characters to change absolutely nothing in the grand scheme of things. I have intentionally kept team RWBY as secondary cast, since we know what they've done, and although Naruto and his team does affect them in some ways, it hasn't been major (YET). To answer your question, Ilia does exist in this universe, and although Lily** **fulfills** **a similar role, she was never as close to Blake as Ilia has been implied to be. Ilia also hasn't really been mentioned until after Volume 3, which this story has yet to reach in terms of timeline. Blake hasn't mentioned, nor will have to mention Ilia, since in canon she didn't either. Lily just happened to cross paths with her, so that's why she was further explored.  
So long story short, Lily does NOT replace Ilia, and they are both in this setting.**

 **THE-Twilight-BlazeKnight: I'm happy this transition came as balanced as you say it did because it was hard lol. I like writing little jokes or situations in the story, and I'm glad you appreciate them. Blake's romantic imagination is fun to play with, and as you can see from this chapter, so is her closest pervyness. Jumping around POV's isn't something I necessarily enjoy doing, but I try to treat this fic like an episode, and even if the villians don't always get a lot of screen time, I feel it's important for the audience to know that they aren't just sitting on their piles of money twirling their** **villain** **mustaches, although that would be fun to see.**

 **Raremist98: Thank you! Sapphire will now be playing a more active role in the story with her search for her sister.**

 **Screw You(Guest): This story isn't for you. Sorry, but not sorry.**

 **Guest: I'm guessing this is Screw You a second time, so, I'll repeat myself. Sorry, but not sorry. (Also, are you serious? You read something you didn't enjoy and your first reaction is to wish death upon them? You must be fun at parties. At least don't hide behind** **anonymity. I'm sorry you're so full of hate.)**

* * *

Omake:

* * *

"What do you mean," sighed Naruto. "If using wind is magic, doesn't that make me a Maiden?"

"No," Ozpin replied, rubbing his temples. "Maidens can use their powers to change the landscape around them. It's on a much larger scale then cutting down a few trees."

"I know you didn't just say that," Naruto replied with narrowed eyes. He took a seat on the ground.

"Say what? I've seen what a Maiden can do first-hand Naruto. Even if you are from another dimension, I doubt there is anything you can do that will hold a candle to that. "

"Remember what you said," Naruto growled, as he gathered natural energy. A few moments later, he stood back up in perfect Sage Mode. He crossed his fingers and countless clones appeared in an explosion of smoke.

"While this is more than you've shown me before, I don't see-,"

"Shut up, I'm not done," he interrupted. "Come on Kurama, he's talking shit about the Elemental Nations."

 **'Why do I care? I feel nothing for your home.'**

"He thinks Maidens are stronger than ninja, what do you think about that?"

"Who are you talking to?" asked Ozpin, confused. Naruto ignored him.

 **"I don't care,"** replied the fox. **"Honestly, you let yourself get riled up for no reason."**

"What's the matter, chicken?" asked Naruto.

 **"That's not going-,"**

"BAWK BAWK BAWK!" Naruto shouted, dancing in a circle.

"Naruto, are you alright?" asked Ozpin. "You're acting very strange..."

"Oh, look at me, I'm a big fluffy furball who likes taking naps all day!" Naruto continued to mock. The hundreds of clones then began to follow suit, each mocking an unseen fox. "Maiden magic is stronger than any Bijuu's powers."

 **"OH FUCK YOU NARUTO!"** Kurama shouted. **"You want my power, FINE TAKE IT!"**

Ozpin looked in amazement as Naruto began to glow red, before he became even more feral. He fell to all fours and began to growl.

"Oy, I think this is too much," Naruto struggled to say. His single tail split into eight, and he began to feel immense pain, letting out a roar. A massive influx of red began to radiate from him, blinding Ozpin.

"What are you doing?" Ozpin asked panicked. In Naruto's place was a massive orange fox with rabbit like ears. It's eyes were blood red, and it growled menacingly. "Why are you so big?"

 **"Because I'm strong, Meatbag!"** Kurama roared. As the dust began to clear, Ozpin's nearly fainted. In place of every Naruto clone was an equally large fox, each adorning the same cross slit pupils. Each Kurama raised their tails, pointing them in front of it's mouth, countless dark purple orbs materializing.

"What are you doing?" Ozpin demanded, raising his cane to fight. The fox closest to him just smirked as he gave a signal. Every fox let loose their attack.

Hours later

Ozpin looked at what appeared to be a hell on Remnant. The entire Emerald Forest, Beacon, and even the city of Vale was nothing but charred earth. If the smoke didn't obscure his vision, he'd see that the destruction went on much further than that. Naruto lied on the ground unconscious. Opzin gave him a swift kick in the stomach.

"Ow, the hell!"

"LOOK AT WHAT YOU DID!" Ozpin roared, his characteristically calm demeanor completely gone.

"Whoa..." Naruto said with amazement. "I did that?"

"YES!"

"AWESOME!"

"WHAT?!"

"I'm strong!" Naruto grinned. "I bet I can beat you too!"

Ozpin inhaled sharply, rubbing his head. Naruto looked confused, and moved in closer to see.

"What's wrong?" he asked, before Ozpin threw the contents of his coffee mug at Naruto's face. "AHH! MY EYES!"

"I give up," Ozpin sighed, throwing his cane down the cliff. "Fuck it, I'm done. Y'all humans deal with Salem on your own."


	28. Rematch

Chapter 28: Rematch

* * *

"Where is that damn bastard?" Naruto mumbled to himself, as he combed through the streets of Vale once more. He had spent about an hour looking already, using clones and Henge so his teammate wouldn't see him coming, yet he still hasn't found him. Trailing closely behind him, two members of Team RWBY followed.

"Maybe he doesn't want to be found," suggested Blake.

"Yea, most people who run off like that don't," Weiss added, giving Blake a flat expression.

"Now really isn't the time for him to be running off. I don't care if he wants to hide," Naruto sighed, "something is up with him."

"Like what?" asked the Faunus girl. "I mean, he isn't the easiest person to read, but he always seemed to be in control on himself."

"I _still_ don't believe he punched you," Weiss added. "He's never been the one to resort to violence."

"I know, I agree with both of you," Naruto replied, as the trio turned the corner. "That's exactly why I need to figure out what his problem is. I mean I haven't been _that_ distant with him." Though he was trying to convince them, he found that he wasn't quite sure about it himself. The last few weeks he'd been wrapped up with helping Midnight. While he found that it was a reasonable excuse, he still found some time to talk to Marie through that time. Come to think of it, he couldn't remember the last time the two had any sort of meaningful conversation, though Kohl wouldn't try to initiate one with him either.

"Are you sure?" asked Weiss. "A few weeks ago he spoke pretty highly of you and your team, but recently he's been talking about you less and less."

"How much time have you spent with Kohl?" asked Blake, looking to her teammate.

"We had lunch with each other every other day," Weiss replied matter-of-factly. Naruto winced internally, as that was already much more than he could claim. Maybe he wasn't as close as the thought they were. If's he's been spending more time with another team, did that mean he didn't feel as welcomed in his own?

"He probably ran off to find Lilac…" Naruto exhaled. Though he was feeling rather guilty about pushing his teammate away, he wasn't going to neglect Marie's request. He casually looked around and noticed the group were far enough away from any potential eavesdroppers. "Hey Blake, can I ask you something about you, um, former acquaintances?"

"What, exactly?" Blake asked, her eyes narrowing a bit.

"It's just Marie has been asking how I know about Lilac, and, well, I only really know because of, you know…"

"What's he talking about?" asked Weiss. Blake glared at Naruto a bit, before sighing.

"You can tell her," Blake conceded. The truth was, she was still ashamed of that night, and didn't want to reveal her own actions. Naruto nodded, and looked over to Weiss.

"Well, basically, Blake and I snuck out one day to Vale to look for some information about the White Fang when our search brought us to Lilac," he lied. Blake was taken aback at how easily he had twisted the story. "Lilac said she was being forced to work for them and some other stuff, but Blake didn't want anybody to know about her former… affiliations."

"I see," nodded Weiss. "I guess it makes sense, with how… difficult I was back then."

"Anyway, Marie still doesn't know about your connections," Naruto finished. "She's been demanding I tell her how I know her, but I promised you I wouldn't be the one to tell anybody your secret… so, I was wondering-"

"If I can tell her?" asked Blake. Naruto nodded, a bit sheepishly. Blake thought about it for a moment, before shaking her head. "You've been a great friend, Naruto, I can't say no." The blond ninja sighed in relief.

"That's good to hear," he smiled. "Well, I think we should call this a day. He's not out anywhere."

"How can you be so sure?" asked Weiss. "When Blake ran off, my team spent twelve hours looking for her! We've only been looking around for one."

"I have my ways," he replied simply. "While I don't want to reveal all of my tricks, I can safely say that Kohl hasn't been seen anywhere in Vale since we've started looking. He must still be at Beacon or something. I'll keep patrolling the streets, but I don't think he'll just be waltzing around in public."

"So what do we do now?" asked the Ice Queen.

"I guess we could see if the others have seen him," suggested Blake. "Are you sure you're going to be alright alone?"

"Yea, don't worry," Naruto smiled. He turned and continued walking, leaving the two girls alone.

"We aren't actually going to let him keep searching alone, are we?" asked Weiss.

"Of course not," Blake smirked. "We'll just split up for a while. Kohl's your friend too, isn't he? Though I do think we should give Naruto a little bit of time alone."

* * *

Beacon: Corridors

* * *

"Your weapon is so coooool!" Ruby gushed.

"T-thanks," Midnight replied awkwardly. "It belonged to my mother…"

"She had great taste," Ruby continued, as she fawned over the sword. "It's so elegant, and awesome! Just like Weiss' rapier, but in its own way! These segments on the blade, does it get bigger? Or maybe it curves like Uncle Qrow!"

"I think she's had enough of your fangirling, Rubes," Yang teased. "So, Midnight, I don't think we've ever had a conversation before."

"You're probably right," she admitted, turning her gaze slightly away.

"I don't think this is the time for that," Marie sighed. "We need to find Kohl…"

"I know, but that doesn't mean we have to be all doom and gloom while we do it," Yang replied, her smile not faltering. "What happened between you guys, anyway?"

"It's personal," Marie replied shortly.

"Oh, lover's spat?" asked Yang with a grin. Marie just ignored the comment, and continued walking around the campus. She felt a faint tugging of her jacket, and turned to Midnight, still in a meek posture.

"P-please don't tease her right now," she asked. "It's not a good time for her."

"Oh, uh, ok," Yang replied, a bit deflated.

"Thank you," Midnight said with a shy smile. Her fingers curled in front of her mouth, as she subconsciously covered her face. She walked ahead to catch up with Marie, leaving Yang with Ruby, who had given Midnight back her sword.

"It's so weird how different they are from each other," Yang mused to Ruby.

"I guess everybody's different," Ruby shrugged. "I mean we're sisters and we're completely different."

"I know that," Yang said with an eye roll. "It's just kind of hard to imagine how they'd work together as a team. Naruto and Midnight don't participate in combat class, so I guess I just always thought that Midnight couldn't, since eventually Naruto did."

"Does that really matter right now? They're looking for their teammate," Ruby pointed out. "Besides, everybody has to know how to fight a little to get in."

"Yea, you're right," Yang conceded, choosing to ignore the exception that was Jaune. "Let's look for bird-boy."

* * *

Vale: Inn

* * *

Sapphire sat quietly as she ate her breakfast. She couldn't stop thinking about those two kind students that had gotten her a place to stay, and was infinitely grateful to them for researching her family on her behalf. If what they said was true, students from Vacuo would be arriving over the course of the next few days, which meant she would have to keep an eye on incoming ships. To her surprise, Penny had promised to visit her as often as she could, which Sapphire appreciated greatly.

Sapphire sighed to herself, feeling hope for the first time she could remember. The articles she read about her family had stated that her mother had passed away over fifteen years ago, and her father only few years later. If that truly was the case, Sapphire concluded that Midnight had grown up without a family since she was six. This is when Sapphire began to feel a bit of anxiety, and intrusive thoughts began to form in her head.

'What if she doesn't want anything to do with me?' she thought. 'What if she resents me for leaving her? What if Midnight doesn't even know if I exist?'

Sapphire's thoughts were interrupted by a knock at the door. Composing herself, she pushed away the unwanted thoughts, and headed towards the door.

"Salutations!" Penny greeted as soon as the door opened. "How are you feeling, Ms. Sapphire?"

"I'm better now, thank you Penny," Sapphire replied with smile. "Where is your friend?"

"Oh, Cobalt was summoned by our headmaster, so he couldn't make it." Penny's smiled didn't falter, despite her tone. "What would you like to do today? We still have a few more weeks until the tournament."

"I'm not sure," the Maiden admitted. "I'm not very well-versed in social outings. I tend to keep to myself."

"Maybe you'd like to meet my very best friend, Ruby?" Penny asked excitedly. "She's the most wonderful person I've ever met."

"That sounds like fun, but I don't think I'm up for hanging around two teenagers…" Sapphire folded her arms around her middle. "Do you know the area well? I'm afraid of getting lost in this city."

"Oh, that's a great idea!" Penny nodded. "We can go to have tea at the bakery!" Penny nearly dragged the older woman out of the inn, the door shutting behind them. Sapphire couldn't hide the small smile at how eager this girl was to befriend her.

"Say, Penny," she began, as the girl had reduced her speed from her initial sprint and down into a normal walk. "If you found out that somebody wasn't who they said they were, would you still be their friend?"

"Of course," Penny replied without hesitation. "As long as they didn't hurt me or any of my friends, I don't see why not. I remember helping Ruby find one of her friends when they found out something bad about her. I don't know what it was, but from what I understand, they're still friends now."

"I see," Sapphire nodded. Perhaps she was too rash in leaving Torchwick's side after all? "Well, that's Ruby… what about you?"

"Well, I don't have many friends," Penny admitted, "but I'd like it if they talked to me about things. Maybe if Ruby's friend had, they wouldn't have had that fight…" Penny's brow furrowed in thought. "I wouldn't know how to deal with somebody lying to me though… I guess it would depend on what it is they were hiding from me, but I guess it wouldn't be fair if I got upset with them for hiding something personal."

"You have a very innocent thought process, Penny. I hope you never lose that."

"Why's that?"

"Doubt is a terrible thing to feel," Sapphire sighed. "It will make you unsure of anybody's true intentions."

"Do you have a lot of doubt?" asked the android.

"Yes."

"Why is that?"

"I've had a… rather difficult life," she replied. "As you and Cobalt saw with what happened to my parents, and the lies that were published about my father. It's beyond frustrating knowing that they did it all for me."

"I'm sorry to bring it up, Ms. Sapphire."

"You don't have to call me 'Ms.', Penny. Sapphire is fine." She looked over to the short girl and sighed. "You've been more of a friend than anybody I've known. Cobalt too… I hope he knows that."

"I'll be sure to tell him!" Penny said with a nod. "Do you want to go to the park?"

"Sure," Sapphire smiled, "I'd like that."

* * *

Vale

* * *

"There's no sign of him," Naruto mumbled to himself. He was perched on the top of a tall building, getting bird's eye view of the city. He was well aware that Blake and Weiss were still tailing him, so he decided to let them follow a shadow clone as soon as he turned a corner. With his periodic dispersal of clones, he grew frustrated that Kohl disappeared so easily. "Guess turning invisible is pretty useful when you don't want to be found…"

" **You don't need to see him in order to find him, you can just enter Sage Mode and find him that way."**

"I thought of that, but I'm still having trouble distinguishing people from each other. Aura is a lot different that Chakra, so locking on to him isn't easy."

" **I can track him through his negative emotions,"** the fox offered. **"I got a pretty good sense when he decked you."**

"Yea? How close do you have to be?"

" **You're underestimating my power, brat, I can find him anywhere in this city."**

"Alright, fine," Naruto agreed. "What do I have to do?"

" **Allow me to take over for a bit,"** Kurama grinned. **"A few minutes is all I'll need."**

"I thought the cage had that key that prevented me from opening it?"

" **While true, I've been examining it in closer detail since our agreement. While it will take quite a bit of effort from both of us to try to force it open, you can grant me some control if you don't try to suppress my will. I'll only be allowed about three tails of power at most, but one is all I need to find that emo teammate of yours. He reeks of envy."**

"One tail…?" Naruto asked. 'Trust has to begin somewhere…'

Reluctantly, he agreed.

"Alright, do it," he replied. "What do I do?"

" **Nothing."**

Naruto felt the red cloak beginning to form around him, and to his surprise, it wasn't nearly as corrosive as before. Granted it was only a single tail, but he could barely feel it. His hands moved on their own, as he began to examine them. His finger nails were black, and resembled claws.

'Is this what it feels like to be you?' asked Naruto, though his voice didn't come from his mouth.

" **Are you in a sewer behind bars?"**

'No…' he admitted.

" **Alright, now shut up while I do this,"** Kurama growled. He stood tall on the building, and began to scan the city. The Biju found the Faunus boy nearly instantly, but was enjoying his freedom far too much. With a standing leap, Kurama jumped to the neighboring rooftop. Given that the two were in the commercial district, Kurama made his way to the residential.

'Did you find him?' asked Naruto.

" **I got a general direction,"** the fox lied. He looked down to the clone Weiss and Blake were tailing and smirked. **"These kids have a lot to learn."**

'I don't think Beacon teaches tracking or stealth,' Naruto offered. 'Or if they do, it might be a second year course or something.'

" **You humans never cease to astound me,"** Kurama chuckled. **"Do any of you honestly think you can teach these sorts of skills in a classroom? That cat girl is likely much more skilled than her three teammates."**

'Let's leave them be,' Naruto replied. 'I doubt Kohl wants to be swarmed again. He was-,'

" **Being a crybaby bitch,"** the fox laughed. He allowed himself to enjoy his quip, when he didn't hear a reaction from Naruto. **"Oh, don't tell me you're going to be offended on his behalf."**

'N-no, that's not it,' Naruto answered seriously. 'One of my clones dispersed.'

" **And? We're heading over to bird-boy right now."**

'It's Sapphire,' Naruto replied. 'I just saw her walking with some girl… She might be in danger.'

" **Rematch?"** Kurama grinned menacingly. **"Fuck yea."**

'They're in the middle of town!' Naruto urged. 'Too many people will get hurt! We can't confront her!'

" **Well you're not the one in the driver's seat, are you?"** Kurama smirked. He began to flare his senses and began to track Sapphire. True to Naruto's word, she was shopping district of Vale. Falling to all fours, Kurama sprinted towards her, Naruto's words falling to deaf ears.

* * *

Beacon: Cafeteria

* * *

Marie and Midnight sat with the sister half of Team RWBY, eating in relative silence. Yang and Ruby continuously tried to spark a conversation, but it never lasted more than a handful of exchanges.

"You know, it might be easier to narrow down where he went if we knew what happened," Yang sighed offhandedly. She poked at her spaghetti, not really hungry.

"It's personal," Marie replied with an eye roll.

"Marie, maybe we should tell them," Midnight whispered to her. "They seem like nice people…"

"Yea, we're super nice!" Ruby added with a toothy smile. "My mom always told me to look for the best in people, so you can trust us!"

"Ever the optimist…" Yang mumbled under her breath. To her surprise, Mare's tense shoulders finally fell, as if she was honestly contemplating if she should. Midnight grabbed her hand reassuringly; much like Naruto had done for her countless times. Marie was startled at first, but reluctantly held it back.

"Fine…" she finally conceded. Not wanting to get into detail, her mind began to extract only the important details. "Kohl is dating my dead best friend."

"Wait, what?" asked the sisters in unison.

"She thought a friend from her childhood had died, but she didn't," Midnight offered. "I guess Kohl and Lilac have been seeing each other."

"How does this even happen?" asked Yang. "This sounds like a soap opera…"

"It's what's happened!" Marie growled, "So Kohl probably ran off after her, since he hasn't been with us. She came in with a team from Haven, which I guess makes sense since we're both originally from Mistral. Still… she's never been a fighter, and now she's just… different."

"People change," Yang replied gently. "I mean, I don't know her personally, but if it's been as long as you said, there's no way she'd be the same person now as she was then, right? I mean, are you?"

"What do you mean?"

"Are you the same person you were ten years ago?" Yang reiterated. "Or however long ago you last saw her?"

"Of course not," Marie scoffed. "We were kids!"

"Yang's right," Ruby nodded.

"How is this helping us find Kohl?" Marie countered.

"Well, I guess I thought it would have been helpful to know a little more about who he was with," Yang shrugged.

"Did it?"

"No, but-,"

"Then drop it," Marie demanded. The two sisters were stunned at Marie's tone, but Yang grew irritated.

"Hey, there's no need to take you anger out on us! We're just trying to help!"

"Funny that you'd be the one talking about misplacing anger," Marie bite back, standing from her seat, slamming her hands down in the process. The sudden motion made Ruby and Midnight recoil.

"What are you talking about?" Yang asked, slowly getting up to meet the shorter girls gaze.

"I'm sorry, but wasn't it _you_ who nearly killed my partner when he accidently cut a strand of your hair during a sparring match?" Yang visibly flinched. "Naruto nearly choked on his own blood because of your stupid temper tantrum, and you think you can lecture me about controlling my anger?!"

Yang remained silent as she tried to hold her glare at Marie, but faltered.

"She said she was sorry," Ruby spoke up, jumping to her sister's defense. "She felt horrible about it for weeks… and Naruto forgave her."

Marie didn't bother responding to Ruby, and began walking away from the sisters.

"I- I'm so sorry," Midnight stammered, as she quickly got up. She turned towards her team leader, before hesitating. She turned back to the duo, and mustered up what little courage she could. "I, um, I think you two are good friends… for what it's worth…" Midnight turned, and ran after Marie.

* * *

Downtown Vale

* * *

"So my father is really protective of me," Penny told Sapphire, "and it makes it difficult to make new friends, but with you and Ruby, I'm happy. He always told me that it didn't matter how many friends I made, so long as I made good friends. I never really understood what he meant by that, but after meeting you and Ruby, I don't think I need any more friends."

"So you've been pretty sheltered then," Sapphire commented. "It's not necessarily a bad thing, though, it's just a sign that your father loves you. Mine did the same when I was younger. In fact, I remember my eighth birthday, before Midnight was born, that he and my mom took me to the desert, and at the time I thought it was the most amazing gift they could give me… but now looking back, I realize that they were still unsure how to handle my… abilities in public. I never really spent a lot of time outside the house, other than school…Even then, I wasn't allowed to have anybody over, nor go to anybody's house…"

"It sounds like our parents would have gotten along," Penny smiled sadly. "I'm sorry about mentioning my father-,"

"Don't be," Sapphire sighed. "Not talking about it won't hurt any less then remembering them. I'm not a kid anymore, and I understand the sacrifices they made, as well as the sacrifices they forced me to make. At the time, I thought it was unfair, but it really was for the greater good. I hold no resentment towards my parents, although I am still angry at those headlines you showed me."

"My Headmaster says that newspapers only tell you the story that sells, not the truth. He's often criticized for his choices, but everybody at Atlas knows he only wants the best for his students. I'm sure that your parents were good people too."

"Thanks Penny," Sapphire said quietly. She turned to give the short red-head a smile, as she noticed a red blur heading straight towards the two of them. "Penny get behind me!" she ordered, as she stepped around Penny and brought up her arms. In an instant, a massive wall of ice formed between the red missile and the two young women. Before the Maiden could breathe a sigh of relief, the entire construct shattered, and a bloody-red clawed hand grabbed her by the neck and swung her flying in a random direction.

Penny was knocked back by the force of impact, and a thick fog filled the air, likely from sudden drop in temperature.

"Sapphire!" she called out, hoping she'd respond. To her dismay, her friend, and the assailant were long gone.

* * *

Kurama sprinted towards the Winter Maiden, a wide and menacing grin on his face the entire time. From the distance, he saw Sapphire conjuring some sort of platform in the air to right herself, and get a closer look at him. Unbeknownst to Kurama, he had sprouted three more tails.

"Who are you?!" she shouted form above. She created a lance of ice in her right hand, and a short sword in her left. Kurama ignored her questions, and leapt up to meet her. Her eyes widened at his speed, and brought her weapons up to defend herself.

" **That won't help you this time!"** bellowed the blood red fox. His clawed swipe easily smashed through her icy weapons and sent her reeling back. With her off balance, he swung his tails sending her flying once again. He remained on the platform, watching the Maiden fly.

'Stop this!' Naruto shouted.

" **She's the enemy, brat! Don't get soft on me."**

'She's Midnight's only family! I refuse to let you kill her!' Kurama felt his limbs lock as Naruto fought back for control.

" **Who said anything about killing? I just want our rematch."**

'Wait, what?'

" **She embarrassed you last time, and by extension, me. She needs to know that I could crush her on a whim, but I won't kill her. Why else do you think I tried to get her away from the city? Now let me fight!"** Kurama successfully regained control and chased after Sapphire, who had landed rather harshly down below. The woman struggled to get to her feet, and began to pant heavily.

"W-what are you?" she asked. She felt the hunger induced exhaustion setting in. Kurama stalked forward, on all fours the entire time. His tails waved gently behind him, making them appear deceptively fragile.

" **What's the matter, is that all?"** the fox taunted. His distorted voice visibly unnerved her, which only made his sadistic grin widen. Sapphire conjured another sword, but as she tried to grasp it, the construct shattered. Her breathing grew labored, before she finally collapsed. He raised a brow, before relinquishing control back to Naruto. The blond ninja rushed forward to Sapphire and began to look her over for injuries.

"What did you do to her?" he demanded aloud.

" **I hardly used enough force to kill her,"** scoffed Kurama. **"She's likely suffering from exhaustion judging by how easy it was to beat her."**

"Damn it," sighed Naruto. He crossed his fingers to create a few clones when he sensed danger and ducked. Suddenly a green and black sword embedded itself into the concrete below. Naruto caught a glimpse of what appeared to be ninja wire. He traced it back to a familiar face. "It's that girl…"

"Get away from her!" she demanded with a fierce glare. Both of her hands were raised as she controlled the various swords floating behind her. As she approached, her eyes widened. "Wait, I know you!"

Naruto wanted to check on Sapphire, but felt it was the wrong course of action after seeing how defensive the strange girl was. She eyed him up and down, before turning her attention to Sapphire. "Um, hi?"

"Her Aura levels are dangerously low…" she whispered to herself. Penny rushed over and began to hover her hands over her body. "She hasn't eaten in days!"

"How can you tell?" asked Naruto, watching cautiously. He leapt back when several swords flew towards him. "What the hell?!"

"You attacked my friend at the docks!" she accused. "and now another of them is unconscious near you! You must be the kind of person my father warned me about."

"You don't understand," began Naruto. "This wasn't _me._ I mean, it sort of was, but I wouldn't just attack her!"

Penny looked confused, as she held her arms up defensively. It was becoming clearer to Naruto that she was unsure of his words. After a few tense moments, Penny fixed a glare at the ninja.

"Drop your weapons," she ordered. Naruto gestured to his empty hands. "You're carrying several knives in your pouch, as well as other things."

Naruto was about to ask how she knew, but realized that her eyes were glowing dimly. Recalling back to the docks, Naruto remembered the only person he directly fought was Cobalt.

"You're like Cobalt, aren't you?" asked Naruto, getting annoyed. Ironwood was told specifically not to create any more androids using his chakra. Penny's eye's widened, then panicked.

"I-I don't know what you're talking about! *hic*" Penny immediately began to send a flurry of blades at Naruto. The sudden attack wasn't enough to catch him off guard, and Naruto skillfully evaded through them all. Taking a kunai from his pouch, he quickly coated it with wind chakra and cut the wire connecting the swords to Penny. She seemed alarmed as they fell harmlessly behind him. A few more sprung out of her backpack, and she gripped one in each hand.

"Damn it, I don't want to fight you!" Naruto threw his kunai at Penny, removing his wind chakra before releasing it. To his surprise, the blade made contact with her cheek, but it bounced off harmlessly. He immediately recognized the dim glow around her. "Wait, you have Aura?"

"G-get away," Penny demanded, standing her ground in front of Sapphire. Though she still had a few swords she could manipulate, her opponent had easily cut them from the reinforced wire. She had not trained for this, and she was growing desperate. She began to emit a silent SOS, as her hands trembled.

"I'm not trying to hurt you!" Naruto repeated. To his dismay, Penny still had a strange look in her eye.

' _Doubt is a terrible thing to feel,'_ she recalled Sapphire saying earlier that day.

"Liar!" she accused, as she allowed a few sword to circle in front of her. A powerful green energy began to form, and Naruto sensed danger. However, as he looked back, he noticed that if he dodged the attack would head straight to the city.

"Wait, don't do this," he shouted. But it was too late. Penny thrust both fist forward, and a massive beam erupted towards him.

* * *

"Hey, what's that?" asked Blake, pointing to a tall column of black smoke. Weiss looked over for a moment, before sighing.

"Knowing our luck, it's probably somebody we know," she deadpanned. She gestured to Blake to follow as she began to run towards it.

"Should we call Ruby and Yang?" asked Blake, easily keeping up.

"I think that's the best course of action."

* * *

 **A/N**

 **Well, this chapter took a lot longer than I would have liked, but I finally got it done. Special thanks to THE-Twilight-BlazeKnight for checking over the chapter.**

 **Review Corner:**

 **rex4487: Thank you for the kind words, I take a conscious effort to balance out my story so it isn't so dull with drama, and the fights won't be so repetitive, so I'm glad that you pointed that out. I haven't actually read Negima, so I haven't thought of writing a crossover, but if I ever do, I'll try it out.**

 **THE-Twilight-BlazeKnight: I've experimented quite a lot to figure out how I liked to write, and the multiple POV's was something I thought could act similar to having a scene change with other characters. I didn't want the entire story to solely revolve around Naruto, since his presence, while does affect a lot, doesn't affect him immediately all the time, such as the Winter Maiden being his teammate's sister, a character like Lily/Lilac being introduced through no intervention of his own, but rather Kohl, and the unexpected connection to Marie. Your analyses of last chapter is pretty detailed, and while I won't address all of it here, know that I'm definitely taking all of what you said into account.**

 **Ultimatrix bearer: Thank you, I'm glad you enjoyed it.**

 **Rosat (Guest): While I agree that Naruto would have fought back, he wouldn't push aside Marie to do so. Naruto isn't some hot-head who will react without thinking, and seeing that Marie had already pushed him against a wall would give him a moment to think of what he will do. Naruto wouldn't destroy his dorm trying to get Kohl back.**

* * *

Omake: COD Part 3

* * *

Team MNKM each began their pre-game ritual as they sat in front of the four screens. Marie was drinking a hot cup of cocoa, and stretching a little. Kohl was adjusting the sensitivity on his scroll to ensure he can react without over correcting during a game. Midnight simply sat in the corner of the room having a silent conversation with her mother, and finally, Naruto was eating a massive bowl of ramen.

"You guys ready?" asked Marie, as she set her mug down. The team gave a mumble of agreement. "Alright, just know guys, we've gotten pretty high up in the leaderboards, and these teams have been getting harder, but we've managed to come out on top each time. Now isn't the time to lay back and relax, we need to get our act together and play better than we've ever played."

"Marie, we're undefeated," pointed out Kohl. "How much better can we get?"

"That's quitter talk," Naruto scolded. "If you think we're as good as we're going to get, then we won't grow anymore. There's always room for improvement."

"Whatever," sighed Kohl, nestling into his seat. "Who are we facing this time?"

"Let's see," she said excitedly. She went down the list and came across a strange team. "We're up against... _Team Sweet Tooth_... Wait, did we ever face _MythoLegends?_ "

"No, I think they got off last time we go on," replied Naruto. "Should we face them first?"

"Yea, they're ranked around us. It should be fun." Marie looked over to Midnight, who was still mumbling to herself in the corner of the room. "You alright, Mindy?"

"Oh, she's fine," replied the snowy haired girl. "I mean, I'm fine."

"Um, ok," Marie replied unsure. "Let's get ready."

* * *

A few minutes later

* * *

"Damn it, _MistralianFire_ killed me again!" Marie snapped. "Damn she's good."

"The same can't be said about her teammate," grinned Kohl. "God, _PumpkinPete12_ is awful."

"Yea, I ran out of ammo in front of him, and still had time to reload, switch weapons, watch a movie then knife him," joked Naruto.

"They're nothing!" Midnight shouted suddenly, as she began to laugh maniacally. Her blue eyes were unblinking as she stared into the screen. " _PinkLotus_ is pretty sneaky, so look out for him."

"Roger that, _Gangar,"_ the team responds. Suddenly there was an explosion on the screen that killed the male half of _Narnia's Night Terrors._

"What the hell was that?" asked Kohl. "C _hatelaineOfLightining_ has a grenade launcher! How is that even fair?"

"It has it's drawbacks," mumbled Marie, "Still cheap though..."

"Get your heads out of your asses!" Midnight snapped. "Boohoo, the enemy has a noobtube. Just shoot her before she get's the chance to pull the trigger!"

"R-right," Naruto agreed. "Are you alright?"

"Shut up and kill!"

"We're losing," Kohl pointed out. "We're going to need a miracle to pull this off."

"Luckily you have me on your team," Midnight grinned.

"Wait, you haven't died at all," Marie realized, as she looked at the leaderboard. "You have a twenty-three kill streak!"

"Wait, did you equip the-" began Kohl.

"Of course I did!" interrupted Midnight, as she took out _PinkLotus_ again. " One more kill..."

"Look out!" Naruto called out. " _MistralianFire_ is behind us!"

"Bad move," grinned Midnight, as a mine she set went off. "Twenty-five. Let's call this bad-boy in."

* * *

Team JNPR's dorm

* * *

"No way..." Jaune said with amazement. He watched as the countdown began to tick down. "They actually got a nuke..."

"Well if you weren't feeding her kill streak, maybe they wouldn't!" Nora accused, as she crossed her arms in defeat. Jaune winced a bit, knowing that half of the streak came from his deaths alone.

"I shouldn't have tried to go off on my own..." Pyrrha mumbled to herself. "Sorry..."

"What are you sorry about? You carried us this far," Jaune offered. "If you weren't around, we'd get decimated."

"Maybe we should take a break from this," Ren sighed. "We put up an admirable fight, but they bested us."

"Still sucks to lose," Nora mumbled.

* * *

Team MNKM's Dorm

* * *

"FUCK YES" Midnight shouted, throwing her scroll to the ground. "Did you like that, motherfuckers?! Feel the disgrace of blowing a twenty kill lead!" Midnight suddenly grabbed her head with a wince.

"Are you ok?" asked Naruto. Midnight nodded, her green eyes looking up.

"Yes, I'm fine... sorry."

"Sorry? You won us the game!" Marie exclaimed, hugging her teammate. She began to swing her around, clearly excited. "I love it when your competitive!"

"R-right," Midnight replied, struggling to breathe. "Can you let go now?"


	29. Bygones

Chapter 29: Bygones

* * *

Ruby and Yang made their way down the hall to their dorm. The sting of Marie's words had cut Yang rather deep, and even Ruby's ever-present optimism wasn't enough to cheer her up. The uncomfortable silence was broken by Yang's scroll. Sighing to herself, she answered, only to be bombarded with a ton of information. "Wait, what? We're on our way, be careful!"

"What happened?" asked Ruby, "was that the others?"

"It's Blake and Weiss; they were looking for Kohl in town, and they saw a giant pillar of smoke erupt just outside of town."

"Oooh, are we going?" the leader asked excitedly. "It's been a while since we've been out on the field."

"This might be serious," Yang reminded. "We can't just waltz in there without a plan. I mean the last time we did… well…"

"R-right," Ruby winced. She hadn't forgotten their last blunder with Torchwick and the White Fang. She rubbed her stomach, where a small scar had formed. "Should we tell Marie and Midnight?"

"I don't think they want to hear from us right now…"

"Yang, she was mad when she said that. Nobody blames you for what happened, it was an accident."

"Even so, it doesn't make it right," Yang sighed. "Look, this situation is just going to cause tension between us, so let's keep this to ourselves, alright? I'll figure out how to make it up to her some other time."

"If you say so…"

* * *

With Marie and Midnight

* * *

Marie walked around the courtyard aimlessly, trying to get her thoughts together with Midnight following closely behind. Midnight had lost track of how long they had left team RWBY, as she racked her brain for a way to comfort her leader. To her surprise, it was Marie who broke the silence.

"Hey, Midnight…. Do you think I was too harsh back there?"

"Umm, I'm not sure to be honest…" she answered hesitantly. Midnight wasn't sure why, but when Marie didn't use her pet name, it unsettled her.

"It's just… hard to explain…" she sighed. Marie took a seat on a nearby bench, Midnight taking a seat next to her.

"That's ok, I'm here… though I don't think I can offer much in terms of advice…"

"Thanks…you see, I thought I was finally at peace with what I lost… I know it may not have seemed like it when we were first put on a team, but that's because I didn't really have anybody, you know? After we spent some time as a team, and Naruto told us about the weird stuff about his world, I felt like I finally had gotten back what I had lost. Just when I thought things were going to be looking up… that blonde bimbo almost kills him…" Marie looks over to Midnight and sighs again. Her voice gains a slight edge of frustration. "I _know_ it was an accident, but I couldn't stand the thought of losing a friend again. Try as I might, I just _can't_ forgive her, not for being so reckless. Even now, she and Ruby were just trying to help… but I can't stand to look at her…

"Then Lilac comes back… I still have no idea how to feel. I want to be happy that she's alive, but it hurts that she grew to hate me and faked her death. I spent so many nights crying and blaming myself for what happened, but she… was ok. I want to be angry at her for putting me through those years, for creating this emptiness in my life that has just begun to go away. And now… she shows up and starts to drive a wedge between us and Kohl! As if she hasn't hurt me enough, now she's going after one of the only people I care about!" Marie's voice became small, and was laced with defeat. "I don't know what to do anymore…"

"…I… um… maybe we can…" Midnight struggled to think of something, but nothing came to mind. "I don't know either…"

"I'm sorry, I shouldn't be putting this on you. I don't normally talk about this sort of stuff."

"Me neither…" admitted Midnight. She looked down, and added in a whisper, "I wish Naruto were here…"

* * *

Vale Outskirts

* * *

Penny's eyes scanned the area, knowing for a fact that she hit her target. The smoke began to clear, and to her surprise, there was no trace of her orange clad opponent. Before she could react, several arms grabbed hers and held her in place. She turned and there were a dozen blond ninjas surrounding her.

"Could you calm down for just one damn second?" Naruto growled irritably, patches of red chakra gathered around burnt areas of his body. "I'm not trying to hurt you, or Sapphire for that matter, ok? If I did, these clones wouldn't be restraining you, they'd attack you."

"How are you doing this?" asked Penny, as she investigated the several clones. "I-is this your Semblance?"

"Look, what happened earlier isn't what it looked like, alright? I'm just looking for a friend, and got a little side tracked. This woman here… how do I phrase this..? Well, basically, her situation is a bit _complicated_ , ok?"

"Wait, you know?" asked Penny. "Are you trying to help her too?"

"What are you helping her with? You aren't working for Torchwick too, are you?" Naruto tensed a little, preparing to attack if she was.

"Roman Torchwick?" asked Penny. "You mean Vale's most wanted criminal? Wanted for extortion, conspiracy, theft, and attempted murder?"

"Sounds about right."

"No, I'm not. I'm a student from Atlas Academy. I'm here for the tournament…" Penny's thoughts slowed to what he said. "Do you mean that Sapphire is working for Roman Torchwick?!"

"I'm guessing she hasn't told you that…" Naruto facepalmed, as he dismissed his clones.

"I think you're making a mistake," Penny began, "Ms. Sapphire is only here to find her family, not commit crimes…"

"I'm not mistaken. I ran into her a while back, and she helped Torchwick get away." Naruto looked over to her with a bit of sympathy, seeing how conflicted she felt. "Listen, I'm not the bad guy here… Wait, she's looking for —"

"Remain still! We have you surrounded."

"For fuck's sake," Naruto groaned. He looked up and saw three Bullheads arrive and several humanoid figures dropped down.

"Step away, or we will be use force!" The voice was robotic, and Naruto realized that they were Atlesian Knights. Not wanting to escalate the situation further, he took two large steps back though he didn't drop his guard.

"Wait, he's not a criminal," Penny tried to intervene. She stepped in between the metal soldiers and Naruto, but was surprised when they shifted their attention to the unconscious form of Sapphire. "It was a false alarm!"

The Atlesian Knights ignored the girl, and began to march towards the fallen form of Sapphire.

"The Maiden has been located. Proceed to extraction."

"What?" Penny asked shocked. Several Atlesian Knights turned to Penny and held her. "What are you doing?"

"You are to return to General Ironwood," one informed, lowering its weapon. "Those are direct orders."

"N-no!" Penny refused, ripping her arm from the robot's grip. "Leave Ms. Sapphire alone!" She reached for one of her fallen swords and put herself in front of the advancing knights.

"This is really happening," Naruto sighed. He quickly rushed over to next to Penny, and raised his fists. The knights stop, though they don't raise their weapons.

"Penny, please, stand down," said a familiar voice. Penny looked up to the voice and saw Cobalt still on the Bullhead. "We need to take her in."

"Cobalt?" Penny said barely above a whisper. "What are you doing? Sapphire is our friend!"

"She's not what she seems," he tried to argue, though his face was filled with regret. Penny's expression, was much different. The artificial girl was holding back very real tears, as she realized that Cobalt had betrayed her and Sapphire. "Penny…"

"Why?!" she shouted. Naruto was taken aback, as even in her panic she hadn't raised her voice in anger. She was shaking with emotion, and her grip on her sword tightened. "She's our friend!"

"She's the Winter Maiden!" Cobalt replied back, trying to keep his voice from wavering. "She's been missing for more than a decade, and she has a duty to fulfill!"

"What do you plan on doing to her?" asked Naruto, taking a step in front of Penny. The robotic girl wiped her eyes, and looked at the ground. Her stance faltered, as if she was conflicted with facing off her teammate.

"That's classified," Cobalt uttered out, frustrated. Ironwood had explicitly told him to keep his mouth shut regarding everything involving the Winter Maidens, and he already let some slip. The Bullheads landed, and Cobalt began to walk towards Penny. "I… I'm sorry Penny."

The girl refused to look at him, and instead shut her eyes as if to make the situation disappear. As the distance began to shrink, there was a sudden sound of metal hitting ground and electricity sparking. The three teens turned back to the Atlesian Knights and were surprised to see them all destroyed. Naruto scanned the area to see where the assailant had come from, but realized something.

"Where is Sapphire?" asked Naruto. Cobalt began to look around the area, but there was no sign of the Maiden's powers being used.

"I- I don't know," he replied. He tapped the side of his head, calling Ironwood. Naruto scoffed, and turned back to Penny, who was frantically looking for Sapphire. To her, and Naruto's surprised, he saw two familiar faces.

"What are you two doing here?" he asked.

"We could be asking you the same," Weiss snapped back. "I thought you were out looking for Kohl, and here you are causing explosions!"

"That wasn't my fault," he defended.

"What happened?" asked Blake, looking around to see the robotic limbs laying around.

"I'm not actually sure…" admitted Naruto. The frustration in his voice was very apparent. "We were… occupied with something else when this took place."

"What are you talking about? These Knights were all destroyed before you noticed anything?" asked Weiss. "How can you let something like that just slip by?! There's dozens of them!"

"You don't thi **nk I don't know that!?"** Naruto shouted back. Weiss and Blake nearly flinched at his outburst. Weiss swore his eyes turned red just like Yang when he did. Naruto took a deep breath and began to walk away. "I got to sort something out, I'll see you around."

Weiss was about to chase after him, but Blake stopped her.

"What are you doing?" the heiress asked.

"Weiss, I know you mean well, but we should give him some space."

Weiss sighed, and reluctantly agreed. The two turned back to the Atlas students who were now boarding one of the ships. "I guess we should tell Yang and Ruby not to show up…"

"Right."

* * *

"What was that all about?" demanded Naruto.

" **What is it this time?"**

"When I snapped at Weiss, I felt your influence. You said you'd stop trying to control me."

" **I wasn't, that was your emotions. After you let me control you temporarily, you became more susceptible to anger, as well as other negative emotions. That little outburst was you getting used to my powers."**

"You never said this could happen."

" **You didn't ask. Of course it could happen! It should have been obvious."**

"We'll talk about this more later… just tell me where Kohl is."

" **You still want to find bird boy? He's in the residential area by some apartments. You can pinpoint where once you get closer."**

Naruto remained silent, but headed out.

* * *

"So what are you going to do now?" asked Lily, awkwardly crossing her arms around her center.

"I guess I should go back," shrugged Kohl. "The longer I'm gone, the worse it'll get."

"What are you going to tell them?"

"Just that I lost my temper and apologize."

"So the truth?"

"Yeah, pretty much." Kohl ran his hand through his hair, and sighed. "Listen, what we talked about—"

"Doesn't leave this room," she reiterated. "We don't need anybody to know, ok?"

"Alright, alright," conceded Kohl. "Just… don't get hurt, alright? Otherwise, I'll have to resort to our plan B."

"It won't come to that... Be careful." Lily frowned as Kohl left her apartment, and let out a sigh once he was gone.

The Bird Faunus walked casually down the street when he heard rapid footsteps approaching him. He turned around with his arms raised, ready to defend himself when the sounds to suddenly disappear. He put his hand on his sword ready to see, what he assumed was a thief or mugger show themselves.

"Hm, coward," he muttered to himself. He turned once more to walk back to Beacon when he felt a fist crash into his jaw, sending him flying back into a dumpster.

"Now we're even."

"Naruto?" asked Kohl, seeing the blond ninja staring him down. He walked over to him, and grabbed him by his shirt and brought him up. Kohl rubbed his jaw, feeling it already get sore.

"You going to explain why you ran off?"

"Yeah, yeah," he scoffed, "Let's go." Kohl suddenly felt the air leave his lungs as he was thrown against the wall harshly.

"No! You don't get to brush th **is** **off, teme!** " Naruto held an anger in his eyes that Kohl hadn't witnessed before; one that actually frightened him for a moment. Naruto visibly appeared to calm himself for a moment.

"Alright," he replied much more carefully, before muttering under his breath, "Nobody gives you grief when you leave."

"Why you left is completely different than why I have. I don't hurt my team when I do."

Kohl wanted to argue more, but knew he was wrong. Rubbing his forehead in thought, he looked at the blond ninja and sighed. "We heading back yet?"

"You really don't care, do you? Do you have any idea how torn up Marie is right now? How much it hurt her to choose Lily over your own team?"

"I get it!" Kohl snapped back. "I messed up, alright?"

Naruto continued to glare at him, then turned. Kohl wordlessly followed him, sending a message with his scroll.

* * *

"Marie, Kohl is on his way back," Midnight said, offering her scroll to her leader. Marie was seated on her bed, a vacant look in her eyes. "I guess he was already heading back when Naruto found him."

"Oh." Marie glanced at the scroll and nodded slightly. Her lack of reaction worried Midnight. "Midnight?"

"Y-yeah?"

"Have you had nightmares recently?"

"Wh-what?" Midnight scratched her cheek as she tried to think of an answer. "I guess so, yea."

"I've been having nightmares since arriving here at Beacon… They've all been about my life back in Mistral, you know? The not so good days when I would be alone trying to deal with being a street urchin… It's strange, because I haven't had those kinds of dreams in… well, I don't know how long actually. When did yours start?"

"I'm not sure," admitted Midnight. She thought back to the last dream she had, and remembered seeing her mother's memories when she was still in the extraction chamber. Deciding she didn't want to share that with Marie just yet, she thought back to another dream she's had, but none came to mind. The realization made her feel a strange wave of dread. "I… I don't remember dreaming."

"Everybody dreams," Marie stated factually. "I mean nobody remembers them all, but there must be at least one you remember, isn't there?"

Midnight remained silent as she continued to rack her brain for any sort of dream she'd had. She began to scratch her head in attempt to job her memory. Unknown to her, her began to scratch harder, as if it would speed up the process.

"Mindy! What are you doing?"

The snowy haired girl turned to her leader confused, then looked down to her fingers.

"Oh…" she said monotonously. The tips of her fingers were a bright red, dripping. The sight wasn't unfamiliar to her, but it did make her realize that she hadn't seen this sight in months. "I did it again…"

"What's going on?" asked Marie, now solely focused on her friend. She stood up and knelt in front of Midnight.

Midnight, on the other hand, looked confused. At this point, she'd be reprimanded for causing herself to bleed again, or have her sanity questioned… hell, if Skylar was feeling particularly disappointed, she even insult her intelligence. Regardless, Midnight didn't respond. The first time she didn't hear her mother's voice was a pleasant surprise, but now she felt like part of herself was missing. There was a part of her that missed her mother, despite the abuse.

"It's quiet," she finally replied. "It's never quiet in my head…"

"You're going to have to get used to it," Marie said with an uncomfortable laugh. She squeezed the quiet girl's hand reassuringly. "Look, I know everything is a mess right now, but if you need anything, just let me know, alright? Helping people with their problems lets me forget about mine…"

Midnight didn't say anything, in fact, she didn't respond in any way. It was as if she had shut down for a moment, as she looked blankly ahead. Marie didn't know what to do, so she took her place back next to Midnight.

"This entire team is fucked, isn't it?" she laughed humorlessly to herself. "You're all stuck with a shitty leader like me who doesn't know the first things about forming relationships, and our team consists of a moody emo edge lord who is boning my best friend, an introvert who hasn't had the ability to think for herself since gods knows how long and a dimension hopping ninja with the apocalypse in his stomach…"

* * *

Atlesian Airship

* * *

"…then after trying to explain the situation, the target was taken by an unknown assailant. Shortly after students from Beacon arrived, and Naruto left the scene." Cobalt stood rigidly as he finished his report. The General laced his fingers together in contemplation, leaning forward towards his desk.

"Is there anything else you'd like to report?" Ironwood's voice was even, but his cold rage was hardly hidden.

"It's about… Penny, sir." Cobalt hesitantly admitted. Ironwood gave no affirmative signal to continue, but Cobalt did anyway. "She—er, _we_ befriended Sapphire before her status as the Winter Maiden was known, and as a result, there were complications that arose during the attempted capture…"

There was a long pause, as Cobalt tried to figure out how to properly phrase what had happened. Not coming up with anything, he decided the truth would have to do, as much as he didn't want to reveal it.

"Sir, Penny intervened even after being told direct orders to stand down… I'm afraid her emotions have become something of a liability."

"Are you saying that Ms. Polendina is responsible for the failed capture?" Ironwood asked directly. The robotic teen took a breath and sighed.

"Yes sir."

"Very well. You're dismissed, Mr. Anderson," Ironwood replied seriously. As Cobalt turned to leave, Ironwood stopped him once more. "Cobalt, after this tournament is concluded, you're to be relieved from your position as Leader of Team CCPR. While you showed great promise initially, it has been made clear that you do not function well on a team."

Cobalt's eyes widened in shock. "S-sir?"

"Once we return to Atlas, we will figure a place for you. Perhaps I'll have Specialist Schnee train you for solo-op missions. That is all."

"Yes, sir," Cobalt replied, his mind racing. He stepped out of the General's makeshift office, and heard the air locks hiss shut behind him. _What have I done?_

The question lingered on his mind, as he began to think of all the events that led to his situation. Had he messed up somewhere? Should he have consulted Penny about Sapphire's origins? Had his performance really declined that much that he is seen as 'unfit for a team'? He had only followed orders as best he could… but why did he feel so guilty?

He tried to brush the thoughts away, as he made his way to his room. The guilt steadily grew as he recalled how Penny had looked at him when it became clear that he had betrayed her. Sure, he was just doing as he was told, but that didn't make Penny hurt any less. The girl was nothing but kind to him, and this what he does?

 _Why? She's our friend!_

He would never forget that image of her standing between Sapphire and himself holding one of her swords in trembling hands. The tears that threatened to fall any moment. It became clear to him that he would never be able to make up for this… but considering the foreseeable future, he decided, that he would try his best to.

* * *

Team RWBY's Dorm

* * *

"So Kohl ended up coming back," Ruby informed, albeit without enthusiasm. "I saw him and Naruto walking in the courtyard a few hours ago."

"That's good to hear," Weiss said with a genuine smiled.

"So now what?" asked Blake.

"We can start getting ready for our first mission," Yang suggested, although she was distracted. "Whatever that may be…"

"I think we get to pick next week," Weiss recalled. "That's when all the students from other kingdoms should have arrived."

"It doesn't matter where we go," Blake said, a bit frustrated. "We never got any information regarding what the White Fang are doing next. They can be anywhere, and we might be out of reach when they finally decide to strike."

"We're going to get them," Weiss assured her friend. "We can't always be in the right place at the right time."

"We still have a little bit of time to figure it out," Ruby tried to say optimistically, though even she knew the chances were slim to none. "Who knows, we might find out when we least expect it."

"Regardless, we should make sure we're ready to handle whatever our first mission throws at us. White Fang or not, this is still a valuable learning experience." Weiss looked at her rapier leaning by her bed, and began to think about her progress with her Semblance. It was definitely getting better, but progress was much slower than she would have liked.

"You're right," Blake conceded, although forced. "We need to be at our best when they strike, so we need to ensure we're on top of our game." The cat Faunus expected some remark from her partner, but she had been uncharacteristically silent the entire time. "What do you think Yang?"

"Yeah, sure," she replied noncommittally. She laid on her bed, staring at the ceiling above.

"Are you alright?" asked Weiss, surprised at the lack of cheerfulness in her voice.

"Yeah, sure."

Weiss and Blake looked at each other for a moment, before turning to Ruby. The youngest member just sighed, and shrugged. She wasn't sure if she should tell them the situation, given how personally Yang had taken it.

"If there's anything you want to talk about…" began Blake, but ended up trailing off seeing that Yang wasn't really listening. An air of defeat lingered around them, none of them sure what they should do next.

* * *

Sapphire slowly regain consciousness as she felt a dull pain all over her body. She tried to push herself up into a seated position, but she was far too weak to do so. Her eyes slowly came into focus, and she recognized the ceiling she was looking at.

"Ah, you're finally awake!" said a familiar voice. Turning her head to the sound, she saw the familiar orange haired criminal.

"R-Roman?" she asked confused. From behind Torchwick, she saw Neo approaching her. To her surprise, the short girl helped her sit up.

"Listen, Sapphire, I think we got off on the wrong foot… There's a few things you don't know about me—,"

"Like that you're a criminal?" Sapphire spat out. Torchwick, to his credit, didn't react.

"Exactly," he admitted readily. He took a few steps forward, and crouched down in front of her at a safe distance. He even laid his cane down in attempt to appear nonthreatening. "But would you have offered to help us if we opened with that? It's not exactly the best way of establishing trust."

"And lying is?!"

"Can you blame me? I've had to do a lot of things I'm not proud of to stay alive." Roman stood up and began to pace back and forth pinching the bridge of his nose. "I'm not going to waste my time telling you some tragic backstory, but the short version of it is this; I didn't want to die. That's all I care about, alright? I'll do whatever I can to keep Neo and me alive, and if that means having to do some bad things for somebody else, damn it, I'm going to do it. Nobody else matters.

"Listen, I didn't lie to you when we first met… I just didn't tell you everything. Neo and I _are_ trying to get away from some crazy power-hungry bitch who's been pushing us around like damn pawns. This whole thing about me being the most wanted criminal in Vale? That only happened _after_ I was ordered to rob every damn Dust shop in the kingdom. I was never the 'stick up' kind of guy, I did what I had to just to get by. It was my luck that I was the one she approached when this whole thing went down."

Sapphire grabbed her head, trying to decipher her Semblance. Thus far, it seemed that Torchwick wasn't lying. She turned her head when she felt her sleeve being tugged and saw Neo holding an ice cream cone. While Neo's face was blank, Sapphire felt a form of pity rolling off of her. Taking the frozen treat, she hesitantly licked it.

"She didn't poison it, if that's what you're thinking," Torchwick said with a sigh. "Look, Neo here found you surrounded by the General's tin soldiers, and brought you here. You're not here against your will, but it's the only safe house Neo and I have left." Torchwick inhaled deeply, and exhaled. He knelt in front of Sapphire once again, and rubbed his eyes. "Look… I just don't want to end up a pile of ashes once Cinder is done using me."

The Maiden was silent for several minutes. She contemplated her options, weighing the pros and cons. After a while, Roman sighed in defeat and stood up. Before he could turn, Sapphire called out to him.

"Wait…" Her voice lacked the same confidence it once held, but it was still firm. "I made a promise to you two… and even if I was tricked into agreeing, I won't go back on my word. However, I do have a few conditions before I agree to help you again."

"Name them," Roman said, doing well to hide his relief. Sapphire stood up, albeit shakily, and walked towards the criminal.

"First, no more lies. I don't want to find out anything else from somebody else regarding you or your activities. Secondly, after Cinder is taken care of, our partnership ends. I… I can't be associated with criminals…"

"Fair enough," Torchwick agreed easily. "Is there anything else?"

"Just one…" she sighed. "There is somebody I'm looking for… and for the first time in years, I feel like I'm finally within reach of finding her. My last condition is… should for any reason she is involved in anything dangerous regarding our mutual enemy, you will ensure her safety. Either get her to safety or fight at her side."

Torchwick closed his eyes in thought for a moment, before extending his hand out to the Maiden. "Deal." Sapphire smiled tiredly, and shook his hand.

* * *

Beacon

* * *

Naruto and Kohl stood outside the door to their dorm, neither of them knocking or attempting to open it. Naruto was having a silent conversation with a certain fox, while Kohl was trying to figure out how to start his apology. He raised his fist, but it hovered a few inches in front of the door.

"Just do it," Naruto said, much calmer than before. "Marie might get a bit violent, but it's nothing you haven't felt before."

"That doesn't help me feel better," Kohl scoffed.

"It wasn't supposed to." Naruto shook his head, and placed his hand on his shoulder. "Just go in. They've been worried sick."

"Right…"

* * *

 **A/N**

 **Yea, it's been a while. Motivation's running thin, and I've had half this chapter written for like two months, but could not for the life of me finish it. Even now, I'm not totally satisfied with it, but I wasn't going to wait another three months to fix it. Regardless, let me know what you all think.**

 **Reviews:**

 **Rio Skyron: I'm pretty sure I already addressed this, but the winner of the OC contest was you.**

 **Top three scores are as follows:  
1\. Rio Skyron **

**2\. Neo Masked Blaster (by one point, may I add.)**

 **3\. The4bestgame**

 **The three of you scored over 100 out of 130, so good job, and I already contacted you Mr. Skyron.**

 **Shadow-Shinobi666: Thanks**

 **rex4487: I'm glad you enjoyed it!**

 **Ultimatrix bearer: I didn't get that reference, given I hadn't seen Homecoming at the time, but I got around to watching it, and while close, no. Thanks for the review.**

 **Guest: I felt Penny was too trusting to not abuse, so I gave her a bit of doubt, and given the circumstances, I hope I wrote it out believably.**

 **LastSoldier: True, and I'm glad somebody said it!**

 **THE-Twilight-BlazeKnight: I always feel weird about shifting the focus to the other characters, but I'm glad it's working for you. While this is eventually going to be a story that will vastly revolve around Naruto, I felt that having cookie-cutter OC's as his team wouldn't really make his character shine, and putting him on another team either as a fifth member or replacing one would only overshadow the character development of the canon characters. No Omake this time, but I'll make the next one a bit longer to make up for it.**

 **SlyFox9: sorry for the long wait, my friend, but as explained above, motivation decided to play hide and seek, and I couldn't be bothered to go find it.**

 **SenorCheesecake: I'm glad you caught up, and thank you so much for the kind words. While I'm not a professional, I'll gladly give you some tips if you PM me.**

* * *

 **Check out my profile every now and again for little updates, or message me to check on progress on a certain chapter. Chances are I have some written and spitballing will get the rest done within a month. See you all next time, and hopefully it won't be another 3-4 months.**


	30. Amends

Chapter 30: Amends

* * *

Team RWBY sat in their dorm, painfully aware of the argument going on in the other room. It started off relatively tamed, with a door slamming shut and a few insults thrown around, but it quickly escalated. The sounds of objects crashing against the walls, hateful words being spat and even a few telltale signs of Dust being used. The faint smell of smoke made it obvious which kind was being used.

"Do you think they're alright?" asked Ruby trying to sound hopeful. The sound of glass shattering in the other room was enough of an answer for her. The young leader pouted, as she sank into her bed.

Blake turned the page of her novel, although it was clear that she wasn't enjoying it. Taking in a deep breath, she sighed. "Whatever is going on with them is none of our business." The ground shook slightly as a dull thud echoed in the hall. "I do wish they'd keep it down though."

"Should we say something?" asked Weiss, fiddling with her night gown. She turned to Yang, gesturing with her hand. "I mean, we both have to finish the preparations tomorrow for the dance this weekend, right?"

Yang shrugged, not really caring. "I can sleep through it, but if you want to, go ahead."

"I was hoping you'd go with me," Weiss pressed on, narrowing her eyes a bit. "It's not like they're strangers, they're our friends, aren't they?"

Yang didn't skip a beat. "Then you should be able to handle this on your own. I'm going to sleep." She turned away from Weiss, and pulled the blanket over herself. Weiss questioningly turned to Blake, hoping for some sort of answer, but was greeted with a shrug.

"I'll go with you," offered Ruby, forcing a smile on her face. She hopped off her bed, and grabbed Weiss' hand and dragged her out. "Come on!"

"Wait, Ruby! I don't need you pulling me!" Weiss argued, as the girl pulled her out. Ruby quickly shut the door behind her, and let go of her partner. "Why do you always insist on forcing me to go with you everywhere? Honestly, you can be just as much of a brute as Yang."

"Yang's not really in a good mood," Ruby explained, dropping her cheerful act. Weiss was surprised at first, but then registered what she said.

"That much is obvious, Ruby, I can tell by the way she's been acting." Weiss looked back towards their dorm, and her expression softened. "I'm guessing you know what's wrong with her?"

Ruby nodded, and twiddled her thumbs. "It's just… do you remember when she, um, hurt Naruto a few months ago?"

"Yeah, he forgave her almost immediately," Weiss recalled, putting a finger to her chin. "Yang beat herself up for a while, but Naruto told her that he didn't blame her. Is that what this is about?"

"Well, it's not Naruto who's mad at her… it's Marie."

Weiss furrowed her brow. Just then, the arguing team made itself known again with a loud crashing sound. "That was months ago, why is this coming up now?"

"You know how we split up to look for Kohl yesterday? While we were trying to help Marie and Midnight, we started asking a few questions, and it got too personal for Marie. Yang got upset, because she snapped at us, but Marie just threw it back in her face. She said that Yang shouldn't lecture people on controlling their temper since hers almost got Naruto killed."

Weiss remained silent for a moment, unsure what to think. While she would have Yang's back first and foremost, Marie did have a point. While nothing came of it in the end, nobody had bothered asking Marie how she felt almost losing her teammate. "I don't think this is something we can fix, Ruby. Even if Naruto forgave her, I don't think Marie will."

Ruby nodded, aware of the situation. "Well, we can still go ask them to quiet down."

As if on cue, the door to team MNKM shook as something slammed against it. "I guess now's a good a time as any…" Weiss walked over, and gently knocked on the door. The shouting continued, though it was much easier to make out from this distance.

"I'll kill you! You think you can get away from me!?" the leader shrieked.

"Damn it Naruto, let me go!" demanded the Faunus boy.

"You deserve whatever she wants to do to you! You brought this on yourself!" Naruto argued back.

"Damn straight you did! Now take this and DIE!" Marie roared.

"I already apologized, you crazy bitch!" Kohl cried out.

Weiss had enough and barged in through the door. "What's going on in here!?"

As the Ice Queen looked around the room, she was greeted by four confused stares. Kohl, who was currently in a full nelson, courtesy from Naruto, appeared to be struggling to get free. Marie held up half a pillow in one hand, and a fist full of feathers in the other. Midnight, who she hadn't heard, was off to the side, ducked under the desk surrounded by blankets.

"A good time?" answered Naruto, unable to hide the smile on his face.

"What's up, Weiss?" asked Kohl in a tone so casual, Weiss wanted to slap him.

"'What's up?' You've all been shouting and throwing things around keeping up the whole dormitory!"

Ruby rushed into the room in a burst of petals, and stood in front of Weiss. "Is everything alright? I heard you shouting, Weiss."

"Everything's fine," Naruto replied, letting go of Kohl. "What do you mean we're keeping people up? What time is it?"

"It's past two in the morning," Midnight informed, as she examined her the clock on the wall. One of her eyes twitched tiredly.

"Damn," Marie cursed under her breath. "I guess time slipped away."

Weiss stopped herself from making a sarcastic remark, unsure how Marie would take it in her current state, and just growled in frustration. "If you're all done roughhousing in the middle of the night, I'm going back to bed. I have a lot of work ahead of me tomorrow."

"Aren't we on break?" asked Naruto.

"What, no! What makes you think that?"

"Oh, I guess I just haven't been going to class lately," Naruto replied sheepishly. "Alright then, we'll keep it down."

Weiss grabbed Ruby's wrist and dragged her out, shutting the door behind them. She turned to her partner and sighed. "Well, I guess that takes care of that. Come on, let's go."

Ruby remained firm as Weiss tried to pull her away. "Wait. I still want to talk to you about something."

"Oh," she said, facing Ruby. "What is it?"

"It's just…" Ruby began, fidgeting a bit.

"Ruby, what is it?" Weiss was now a bit concerned, especially when Ruby refused to make eye contact. "What's wrong?"

"Will there be strawberry punch at the dance?"

Weiss silently seethed. "Is that it?"

"Yes."

"No."

"Aw…"

* * *

Team MNKM sat in an awkward silence as the two girls left. Midnight had finally came out from her makeshift fort once the fighting had subsided, and took a seat on her bed. The quiet still unsettled her, but she forced a smile. "I don't think the other teams appreciate you guys making so much noise."

"They can suck it," Marie replied with a shrug. "If the students from the other kingdoms get their panties in a twist, that's on them."

"Team RWBY is from here," Kohl pointed out. Marie glared at him.

"I'm still not completely okay with you right now, so don't be a smart ass."

Midnight sank a bit further back into her bed, the tension in the room rising again. Naruto, on the other hand, just threw his arms around the two bickering teammates.

"I really hate seeing you two fight like this, but I understand." His expression was bittersweet, and he smiled slightly. "Back home, I had this friend… a brother, really. Aside from me ending up in this world, there was already a wedge that was dividing us, and if I was still over there, I would still be chasing after him. He and I got into fights all the time, and I wouldn't change any of that… because it only made our bond stronger.

"That is, until he abandoned us. I still don't understand why he left, and there wasn't a day I didn't think about it." Naruto let the two go, and turned away. "I'll be honest, I'm still pretty pissed off about the whole thing, but there's nothing I can do about it now. I can, however, do something about you two."

"What do you mean?" asked Marie.

"I won't let you two abandon each other, and so long as I'm around, you can bet your asses that you two will be friends. Friends argue, fight and make up, so right now, get the fighting done so you two can make up."

"I'm not the one fighting," Kohl pointed out, before getting a face full of feathers.

"He was talking about me, bird-brain," Marie said indignantly. She turned back to the blond ninja, and rolled her eyes. "Fine, I'll try not holding any more grudges."

"Does that include Yang?"

Naruto, Marie and Kohl's heads snapped towards the quiet girl in the corner. Midnight immediately flinched back, seeing the expression on Marie.

"What are you talking about?" asked Kohl.

"N-nothing!" she denied, every part of her body betraying her attempt at deceit.

"Marie, what's she talking about?" Naruto asked, eyeing his leader. "What do you have against Yang?"

Marie remained silent for a moment, carefully thinking over her next words. The gaze of her teammates, however, interrupted her train of thought. "I don't like her."

"Is there any reason?" asked Kohl. "I mean, I get why you're mad at me, but what did Yang do?"

"She almost killed ninja-boy over here, for starters," Marie growled, "and she has the audacity to pretend like it never happened."

"It was an accident," Naruto said with a scoff. "It could have happened to anybody, especially considering that I never told anybody about my lack of Aura. Hell, it's pretty fortunate it was Yang, because if it was anybody else, I'd be cut to pieces, or in Nora's case, a stain on the floor. We were both reckless, but she had no reason to think I couldn't take it."

"It doesn't change the fact that she put you in the hospital wing, does it?"

"It **wasn't** her fault," Naruto gritted through his teeth. He shut his eyes for a moment, and composed himself. "I didn't help the situation either, alright? I hadn't even trained with the weapons Ruby made me, and I thought I could take on somebody who has had years of training with theirs. Hell, I'm still pretty bad with these damn things, and if it wasn't for their ability to use Dust, I'd abandon them altogether."

"How would you feel towards somebody if they nearly got me killed?" countered Marie. "Or Kohl? Or Mindy? Would you be so easy to forgive them then?"

"If it was really an accident, or they really regretted it, then yes," Naruto replied easily. "I've seen people have a change of heart before, and when it comes down to it, becoming a shinobi, or in this case, a Huntsman, you've forfeited your right to feel safe. It's a job. I met one of my best friends when he, his siblings and their village attacked ours and tried to kill me, and my friends."

Marie looked absolutely bewildered."What the hell is wrong with you?! How could you ever trust somebody like that?"

Naruto let out a groan of frustration. "You're missing the point!"

"No, I'm not! You're way too eager to make friends with people, you don't see what's right in front of you! People don't change from one extreme to the other like that!"

"Didn't Lilac?" Naruto challenged, his eyes turning red. "You said she was a mild-manner girl with no inkling towards violence, and yet, here she is for the Vytal Festival Tournament. You two were best of friends, and now she hat **es your guts!"**

"Naruto!" snapped Kohl, shoving him aside. "What the hell is wrong with you?!"

Marie stared at him in shock. Her mouth was agape, unsure how to respond to that. Naruto glared at her for a moment, before his eyes returned back to blue. Midnight was visibly shaken, and had retreated into the corner of the room.

"I- I didn't mean that," he tried to explain. Marie took a deep breath and shook her head.

"No, you're right," she admitted. "I didn't want to admit it, but Lily isn't the same person I knew." She turned to Kohl, and sighed. "Next time you see her, just tell her I'm sorry, alright? I don't want to force a friendship if she really doesn't want anything to do with me."

"It's not that she hates you… I see it more like she's envious of you," Kohl said hesitantly. "She said since you two were little, she hated not being able to stand up for herself, and you made it look effortless. You stood up to people twice your age and size on her behalf, and she hated that she couldn't bring herself to do the same." The Faunus boy stood up and paced around. "I'm pretty sure she doesn't want you to know this, but she isn't happy with what's she become, and seeing you, made her hate herself all over again. She's angry, and she took it out on you.

"It doesn't make it right, but I understand her. To be honest, I felt the same way about Naruto." He turned to look at the ninja. "I hated that you were so easy to make friends with everybody, and at first, I thought it was because you were human… then because you were stronger than anybody I met, but in all honesty, you made me feel like all my effort was pointless because I'd never attain what you have. Lily and I spoke a lot when I left, and we talked over a ton of different things, and frankly, we have a lot in common."

Marie exhaled, and fell back on her bed. "This situation sucks. Why can't we go back to having food fights with the other teams?"

"We can," Naruto offered. "We just have to throw another pie at Weiss and it's all downhill from there."

"I'm down," Marie said with a smirk. She turned to Midnight, who was trying to appear as small as possible. "What about you, Mindy?"

"You're not mad at me?" she whispered.

"Why would I be? Because you mentioned my problems with Yang?" she asked. Midnight nodded hesitantly. "If I need to be called out on something, don't be afraid. This doesn't mean I'll be buddy-buddy with her."

"So we're in agreement?" asked Naruto, a grin forming on his face. He pumped his fist into the air, and shouted, "tomorrow, we cream-pie Weiss! As a team!"

"Ew! NO!" Marie said with disgust. Kohl on the other hand burst out laughing. Naruto looked over to Midnight, but she appeared just as clueless as him. "You really need to work on your phrasing."

"Why, what's that mean?"

"Just don't ever say that to a girl," Kohl managed to say in between his wheezes.

* * *

Torchwick walked down the streets easily blending into the crowds, looking down at his scroll to conceal his face when he passed by any law enforcement. After Sapphire had once again agreed to help him and Neo, he felt a huge weight lifted from his shoulders. Weaving through the varying crowds, he finally made it to the ice cream parlor, where he saw Neo in disguise sitting in. He walked in, taking the seat across from her.

"What'd you get me?" he asked with a grin. Neo beamed at him and began to sign at him.

" _Rocky Road, they were out of chocolate mint."_

"When aren't they?" he said rolling his eyes. Neo laughed silently, and continued to eat her frozen treat. "I've been meaning to ask, but where have you been these last few weeks?"

" _What do you mean?"_

"You've disappeared a handful of time without warning. Normally I try to give you some space, but it's getting kind of lonely without you," he teased. Neo rolled her eyes, and shook her head. "So is everything okay?"

Neo nodded, not looking away from her ice cream.

"There's nothing I need to worry about?"

" _Not yet."_

"Neo…" The girl looked unimpressed, and shook her head. Before Torchwick could press on, his ice cream arrived, and he muttered a thanks. "Look, Sapphire said she'd help us out, as long as we essentially keep our hands clean, so I want to be sure that you're not _up to_ anything again."

Neo frowned, and sighed. _"Fine, I'll end it."_

"End what?" he asked. Neo just smirked at him, and winked.

" _Don't worry about it."_ With that, she got up and left. Roman stood up to follow her, but was stopped by a waiter.

"Hey, you have to pay for that!"

"For fuck's sake," he cursed, throwing several Lien on the table. He ran outside, but the girl was long gone.

* * *

The Next Day

* * *

Penny sat on her bed, looking at the dress she picked out for the dance tomorrow night. She had mentioned it in passing to her team, but nobody seemed to be interested, save for Cobalt, but she didn't want to think about him. She thought back to snapping at him, and the memories made her stomach turn with both anger and regret. "I guess I'll go alone…" she said bitterly to herself.

Sighing, she threw it on her bed, and walked to the mirror in the corner of the room. She looked at herself, and tried to force a smile. As she did, she hiccupped, and she exhaled sadly. _I guess I can't even lie to myself_. She had hoped that Cobalt would be different, given their similar creation, but it seem that he was more machine than-

"No, don't think that," Penny scolded herself. She was letting her anger get the better of her, and if she started down that path, she wouldn't know how far she'd go. She then thought about Ruby, the only friend that wasn't assigned by General Ironwood and a real smile crept on her face. Looking back at her reflection, Penny sighed in relief. She was about to leave her temporary dorm, when she received a call on her scroll. She tapped the side of her head, but realized it was her physical scroll rather than the software she had. "Hello?"

"Penny?" said a familiar voice.

"Sapphire!?" Penny exclaimed! "Are you alright? Where are you!? I had nothing to do with the incident last week, and I had no idea Cobalt would do that! I'm so sorry, I didn't mean-"

"Penny! It's fine," Sapphire interrupted. "I'm fine for now, but I can't tell you everything. I remember you gave me your number a while ago, and I wanted to check up on you."

"I'm relieved to hear you're alright," Penny replied, not caring about Sapphire's secretive nature. "What did you want to talk about?"

"Well, I apologize beforehand for how out of the blue this may seem, but are you aware of a dance this weekend?"

"The dance at Beacon?" clarified Penny, baffled. "Yes, but what does that have to do with anything?"

"I'm going to attend," Sapphire replied, uneasily. "Listen, I'm… not proud of the situation I'm in, but I was hoping you'd understand. As you're probably aware now, I'm the Winter Maiden, and I abandoned my duties… but with the information you've found for me, I think my best chance at finding my sister is at the dance. From what I understand, all the students from all the academies are invited to attend, and if she really is a student from Vacuo, this is my best chance at finding her."

"Of course!" Penny agreed. "How did you find out about the dance tomorrow, though? Only students and staff know about it."

"That's another thing I'm afraid to admit," she answered frankly. "I… I"m working with Torchwick again. It's not what you think! I'm not aiding his crimes or anything like that, I'm just protecting him."

"From what?"

"Another Maiden. I don't know much about her, other than her name, but I'm hesitant to reveal even that."

"But what if she hurts somebody? We have to tell somebody about this!"

"No, I can't afford to have anybody interfere with finding my sister, and even if she's not as big a threat as Roman is telling me, she's not alone. I plan on taking her out, alone. I don't know all the details about her, but if she's only had her powers for a few months like Roman claims, I'll be able to overpower her easily. I don't want anybody else risking their lives."

"But I can help! We all can."

"Penny, I have nothing against you, but the second I show my face to your headmaster, or your teammate, they'll try to capture me. Roman told me that it was your teammate that called the Atlesian military to capture me."

Penny remained silent for a moment. While she was glad that Sapphire still trusted her, it hurt to know that she couldn't help the Maiden. "Why are you telling me this if I can't help you?"

"You can, just not in the way you expect. You see… I need you to keep the General and your teammate away from the dance so I can look for my sister, or at least let me know when they're going to return. I don't need a lot of time, but I just need to see her. I want to know she's okay."

"I don't know how I can do that, but I'll try," Penny agreed. "I want to help, in any way I can." She did her best to sound confident, but was painfully aware how forced it sounded.

"Thank you, Penny."

There was a click, and Penny knew the woman had hung up. Penny felt a mixture of happiness and concern. Happy because even after everything that's happened, Sapphire still seemed to trust her with something so important, but concerned because she didn't know how to go about stalling the General or Cobalt. As far as she knew, the two had planned to go to the dance. Taking a deep breath, Penny looked back to the mirror, a determined expression. "You can do this."

* * *

Sapphire felt relieved as she shut her scroll. She was surprised at how quickly Roman had been able to get her one, but decided against asking how. She looked around his safehouse, which was a major improvement over the warehouse they had been staying in.

It was a small apartment with the minimal amount of furnishing. The windows were covered with thick curtains, and the lights were rarely turned on. Torchwick was standing over the dining room table looking over a plethora of papers and charts.

"What is all of that for?" asked Sapphire. "I thought you were done with your criminal spree."

"None of this is for a heist," he sighed, flipping through a folder. "This is all I have on Cinder and her two street rats. Apparently that Mercury kid is the son of a notorious mercenary, and while I can hold my own in a fight, I don't want to take any chances with that kid.

"That Emerald girl is more a mystery, especially since she was literally picked up off the streets. I know she's a thief, but not much else…"

Sapphire walked over and looked over his shoulder. "What do you know about their plan going into the school? You told me that they were planning on posing as students."

"Yeah, Neo knows more about that, since she was originally part of plan. I guess they're replacing her with the deer girl they found." Torchwick sighed, and tossed the folders back onto the pile. "You really plan on going tomorrow? It's pretty risky."

"I'm aware of that, but nothing is going to stop me from seeing my sister. I need to know she's okay."

"Well, good luck. Is Neo going with you?"

Sapphire nodded, as she took a seat at the table. "We have already come to an agreement. She and I will be posing as a couple, though she will be spending most of her time looking for Cinder and her team."

"Just promise me that you'll keep Neo safe," Roman sighed.

"Of course. I won't go back on our agreement," she promised. Torchwick expressed a rare but genuine smile. Without another word, he left into the bedroom. Sapphire wore a wistful smile, feeling Roman's complex sentiments. _Life has been cruel to that man…_ she thought to herself. _But that doesn't excuse his… no, I have no right to look down on him…_ She realized that she had abandoned her duties for the same reasons Torchwick turned to crime.

Fear.

The two of them were cowards in their own way, yet here he was willing to risk his life for a chance to improve his situation. Could she say the same about herself? Had Torchwick not found her, she'd likely still be on that southern island, wasting away. Would she have ever thought to find her sister? She doubted it, given how she wasn't even aware of her own parent's demise until recently. She'd still be living in a fantasy, hiding from the world.

She clenched her fist, feeling a spike of anger towards herself. The smell of singed paper caught her attention, and she reigned in her temper. Anger wasn't an emotion she allowed herself to feel often, as fire was the most destructive of the elements, and the one she preferred to stay away from if she could help it. She calmed herself down by taking a few deep breaths.

* * *

Weiss frowned, as she crossed another item off her list. While she was glad that Yang wasn't arguing about the preparations regarding the dance, her lack of enthusiasm was somehow worse. She knew what was wrong, thanks to Ruby revealing the rather unfortunate interaction with Marie. Weiss cared, but didn't know how to go about bringing up the whole thing, which just led to an awkward silence lingering as the two worked together. She looked over to Yang, who was half-heartedly moving the large speakers around.

"Um, Yang, I don't think that arrangement will work," Weiss began, seeing how haphazardly they were put. Yang just grunted and began to shift them again, although not much better. Weiss decided enough was enough, and marched over to the blonde bruiser. "Yang, may I speak to you in private?"

"Yeah, sure," Yang shrugged. She followed behind Weiss as she took her to a secluded corner.

"What's the matter? You haven't been yourself since yesterday." Weiss decided to play ignorant, to see how much Yang was willing to open up.

"It's nothing," Yang brushed off, turning to leave. "Don't worry about me."

"I'm afraid it's a little too late for that," Weiss replied, grabbing Yang's wrist. "I know something is bothering you. What is it?"

Yang looked down at Weiss' hand, and then to her eyes. There was a hint of shame behind the confusion. "It's just… you know Marie?"

"Of course."

"Well, let's just say she and I aren't exactly seeing eye to eye right now."

"And?" Weiss pressed on. "Since when do you care so much about what other people think about you?"

"I don't," Yang argued. "She has a good reason to not like me."

"It's her loss then," Weiss replied without thinking. She let go of Yang, and began pacing back and forth. "I honestly don't know her much, but from what I've heard from Kohl, she's a hot head. I mean, you are too, but at least you're easy to get along with otherwise. If she can't even get along with her own team, that says more about her than her opinion about you. Who does she think she is, making you feel like this?" Weiss finished her rant, and turned back to Yang, who was staring at her with wide eyes. Weiss finally registered what her rant was about, and cleared her throat awkwardly. "Ahem, well, that's just my opinion, for what it's worth."

"Thanks, Weiss," Yang replied. Her usual smile came back, as well as her tone. "Wow, I didn't know you cared so much. Maybe Ice Queen isn't as accurate as you'd like people to believe, huh?"

"Oh shush, Yang. I've heard enough complaints from Kohl regarding his team, I don't want there to be anything like that between any of us, even if we aren't exactly the closest."

Yang resisted the urge to hug the girl, knowing that Weiss was the type of person to keep a healthy distance from people. Instead, she placed a hand on the girl's shoulder. "We're plenty close, you just have to stop fighting it."

"Let's just get back to work, alright? We still have a lot of work ahead of us, and thanks to Team MNKM, we slept in a bit too much for my liking."

"Well, Team CFVY got back last night," Yang replied, "I'm sure they'd be willing to help us, I mean we are just covering for them."

"How do you know they got back?"

"I bumped into Fox. He said Yatsu got hurt on the mission, so they cut it short to get him back. Nothing life-threatening, but enough to put him out of commission for a few days."

Weiss was relieved at the news, and felt a burden lift from her shoulders. "Alright then, if we can get Coco and Velvet to help, the four of us should be able to finish before dinner. I already have a list of things that we need." Yang nodded, and the two resumed their work.

* * *

 **A/N**

 **And there! We have officially reached the halfway point for Team Monochrome. I know this seems like a random place to be the middle, but just be aware that the pace will pick up dramatically around the mid point of Volume 3. Just to be completely transparent, I started this fiction before volume four came out, and thus, the direction I take when that time does come will not at all follow the canon. I've mentioned this before, but just know that everything will come to a, hopefully satisfying, end. (Also I apologize for the sixteen week hiatus. I had hoped to have this done by last month, but the chapter just didn't come out right the first two drafts.)**

 **I only received six reviews this last chapter, so allow me to address them.**

 **JapaneseOptics: No, I am not depressed, nor was I at the time you posted that review. I tried reaching out to you, but you had your messages set off, so I couldn't. Anyway, thanks for asking.**

 **rex4487: I won't drop this story, so you mustn't worry about that. My update schedule has been hell, but I'm trying to improve quality to make up for it. I don't know how well I'm doing that, but I'm trying. I wanted to make the fight longer, but it wasn't necessary to the plot, and Sapphire was not at a hundred percent.**

 **Ultimatrix bearer: I finally got around to seeing that trailer, and yes, he does. Thanks for the encouragement.**

 **THE-Twilight-BlazeKnight: I'm glad to hear that I still have a solid hold on my story, and thanks again for betaing this chapter. I like to have any and everything have some effect on the plot, be it little shifts to dramatic changes. I'd get more in detail with your review, but we've talked enough via PM. Thanks for all the help.**

 **Guest: I don't 'have it out for Sapphire', I just don't believe her wanting something really hard will make the universe just give it to her. There are many factors to consider when it comes to the Fetchmara family, and the fact that both sisters struggle a form of abandonment, and neither being in a healthy mental state, it wouldn't make sense for them to find each other, and immediately be healed of all the emotional trauma/pain they've endured. But, she will get a break soon.**

 **SenorCheesecake: "only on chapter 29" despite my original intention of this story only being 25. Clearly I didn't understand structure or pacing when I first started (I did have a once a week update schedule for the first two and a half months after all) nor how much character arcs would suck up the chapter length *cough* Kohl's cook off *cough* I happy to hear you've enjoyed this first half, and I hope you'll like the next thirty chapters just as much, if not more.**

 **Well, I promised an Omake, and here it is.**

* * *

Professor Port continued his story of glory as half the students in his class tuned out. Some, like Ruby doodled in the margins of their notes, while more productive students like Weiss and Kohl, studied the material for the next chapter. Nora and Naruto laid their heads snoozing silently. Then there was the team leader of MNKN. Marie wore a grin that oozed as much excitement as it did malice. She slapped Naruto awake, and shut Kohl's book.

"I was reading that," he complained, rolling his eyes at Marie. Naruto on the other hand, snapped his head and began looking around the classroom.

"What wazzat?" he mumbled still half asleep. Marie's grin caught his attention, and he groaned. "Come on, I was dreaming about ramen..."

"Guys. _Team Sweet Tooth_ has accepted the challenge we sent last week."

Suddenly the two boys became deathly serious.

"Should we inform _her?_ " asked Kohl, as he put his books away.

"She already knows," Marie grinned. "Who do you think has been calling them out all this time? Mindy might be a mild-manner girl IRL, but online, she's viscous. I heard she made one of their teammates cry with some of the stuff she's been saying online."

"What did she say?" asked Naruto.

Marie looked uneasy, and shook her head. "I'm not comfortable repeating it."

"Whatever," Kohl said without much concern. "We got to get going, the bell's about to ring."

* * *

The three members walked into their dorm, to see Midnight playing already, staring unblinking at the screen.

"You're all late," she said coldly, her gaze never leaving the screen. "Get on, before I find replacements for you three."

"Yes ma'am," the three responded. Naruto narrowed his eyes at the girl, and decided to test something.

"You know what," he began, taking his seat next to Midnight. "I think Skylar would make a great stripper name."

Marie and Kohl raised an eyebrow, as Midnight's screen went still.

"Care to repeat that?" 'Midnight' asked, her icy blue eyes turning slowly to Naruto. Naruto didn't faltered, and instead, returned the glare, his own eyes shifting into red.

"Oh, you kn **ow, it's the kind of name I can throw a loose change at,"** he smirked, his canines sticking out. Kohl and Marie looked baffled as the Midnight slowly rose. Naruto mirrored the action, and stood inches away from the girl.

" _You think you can talk to me like that?!"_ a voice that clearly wasn't Midnight's seethed. _"You little blond shit!"_

" **Oh shut up, you feeble human,"** Kurama growled, bearing his teeth. **"What are you going to do about it, meatbag?"**

"Guys?" Marie interrupted for a moment. "What's going on here?"

"No, let it happen," Kohl said to her, immediately recognizing what was happening.

"What are you talking about?" she whispered harshly. Kurama and Skylar ignored the two teens, and continued their glare, as a suffocating atmosphere filled the room. Kurama's clawed fingers twitched as Skylar suddenly grabbed his face. At first, the Biju thought the woman was about to attempt to gouge his eyes out, but suddenly felt pressure on his lips.

"Just as I thought," Kohl nodded sagely, pulling Marie out of the room.

"What the hell is going on?!" Marie demanded, utterly shocked.

Kohl shook his head, as he sighed. "They're about to have angry hate sex," he said simply.

* * *

Marie and Kohl walked back into the room, the leader feeling immensely uncomfortable. Both Naruto and Midnight's eyes were back to their natural state, but refused to look at the other.

"So how was it?" asked Kohl, grinning ear to ear.

"Strange," Naruto admitted. "He's never taken control like that before..."

"Neither has she..." Midnight whispered, blushing heavily.

Marie sighed, and tried to ignore the awkwardness. "Well, we sort of missed our chance to face _Team Sweet Tooth..._ should we reschedule?"

"What other choice do we have?" Kohl asked.

* * *

"BULLSHIT!" shouted a livid Coco. "After all that trash talk, they're just going to not show up!? Who the hell do they think they are!?"

"They likely have a superiority complex," Yatsuhashi offered, "they are undefeated after all."

"I don't give a damn," the team leader snapped. "Anybody that makes our Bun-Bun cry deserves the worse fate! Velvet-cakes did nothing to that Gangar bitch!"

"While I agree, I don't see how beating them in a game will change that," Yatsu said, scratching his head.

"Don't you get it? That's all they have! Once we take away their little streak, they'll have nothing to stand on! AHH, those bastards!"

"Perhaps we should check up on our rabbit friend, instead of getting angry."

"I know," Coco sighed, shaking her head. "You think Fox has calmed down our little Bunno?"

"You have the strangest nicknames for Velvet..."


	31. Dance the Night Away

Chapter 31: Dance the Night Away

* * *

Early Morning

* * *

"Oh, tonight's' the night!" shouted Nora, jumping out of bed. "Wake up, Ren! We gotta get ready!"

"What are you on about now?" asked Jaune groggily, as Nora pounced on his bed. "Nora! We've been over this, Ren sleeps on that side!"

Nora blinked twice, then looked over to the already made up bed. "Oh, right."

"I think he's already in the shower," offered Pyrrha, smiling brightly, despite the slight bags underneath her eyes. "Team MNKM must have been really excited last night… they didn't go to bed until three in the morning."

"I didn't notice," Jaune said with a yawn. "I'm used to sleeping through loud noises… but I don't think I'll get used to Nora body slamming me…"

"Oh, that wasn't even that hard," Nora brushed off cheerfully. "If I wanted to, I would've landed a lot harder."

Pyrrha giggled a little and got out of bed. "Alright, Nora, I think you've teased him enough." Jaune gave her a thankful look and decided he should get out of bed too. "Jaune, did you want to train a bit before you shower? I doubt we'll have any time to after the dance."

"I was thinking we could skip today," he grinned nervously. "I'm still sore from our last fight… Besides, a day off every once in a while, has never killed anybody, right?"

"Right," Pyrrha agreed. "In that case, I'll see if Marie would like to join me. I'll see you at breakfast!"

The redhead headed towards the other dorm, when she noticed that MNKM's door was barely hanging on its hinges. Laughing nervously, she knocked. "Um, good morning!"

"Uhhhh, it's open…" groaned Marie, muffled. Pyrrha went ahead and pushed in the door, impressed that it didn't fall. "Oh shit, Pyrrha!" suddenly, the team leader jumped to her feet and began to hastily clean up the mess from the night before. "Were we supposed to get breakfast today?"

"No, I was just going to ask if you were busy," Pyrrha began, politely ignore the fact that Marie was pushing all the loose feathers underneath Kohl's bed. "I was looking for a sparring partner, since Jaune is a bit worn out from our last bout."

"I'll do it!" Naruto suddenly volunteered, poking his head in from the window. "I was just about to go for my morning routine, I'll take you on!"

"She was asking me, Whiskers!" Marie growled.

"Oh, I don't mind facing both of you," the amazon began, not wanting the team to fight. "I've faced multiple opponents before."

Naruto looked over to Marie, with a questioning look. Marie shrugged, and looked back at Pyrrha. "Are you sure you want to do that? I mean, if it was me and Mindy or Kohl, I'd get it, but Naruto and I are Monochrome's top two fighters."

"I don't mind," Pyrrha reiterated, a hiding a bit of excitement. "It'll be a bit more strenuous than usual, but I'd like the challenge."

Naruto grinned, and hopped into the room, already dressed in his signature orange jumpsuit. He patted Marie on the back, with an excited smile. "I'll meet you there, Marie. You might want to get dressed."

Marie raised an eyebrow as Naruto disappeared out the door, then looked at her own attire. A red blush began to form, as she suddenly became aware that her shirt was torn from the disagreement last night, revealing more than she was comfortable. Quickly, she crossed her arms over her chest, and turned around. "Yeah, I'll meet you two there, I'll be right behind you!"

"O-okay!" Pyrrha replied with a stammer and left.

"Why are you this way?" Marie asked herself, shutting the door.

* * *

Naruto unsealed another jumpsuit of his from a scroll, and quickly threw it on. While it appeared to be identical to the one he had on earlier, General Ironwood had placed tiny pressure sensors that were connected through a complex web of wires that would gauge how hard he had been hit, and where. Using these measurements, the suit would adjust his Aura meter accordingly. Naruto hadn't had time to test the thing yet, but he figured this would be a good as time as any, given the approaching tournament date.

To Naruto's delight, it didn't weigh him down much, and he was only vague aware of the webbing. Just as he finished zipping up his jacket, Pyrrha walked in. "Did you want to fight in the dark?" she asked, noting that the lights were still off.

"I'm not against it," Naruto grinned, as he began to stretch. Pyrrha smiled but turned the lights on anyway.

"I don't have night vision," Pyrrha remarked. "I'd prefer a fair fight."

"What do you mean? I don't have night vision either."

"Oh," she replied surprised. "Most Faunus do, so I assumed you did."

"I'm not a Faunus!" Naruto said dramatically. "And before you ask, they're birthmarks, they're not real whiskers. You're not the first, but I'll be damned if you're the last to say that."

"I'm sorry!" she apologized. Naruto waved it off and continued his stretching. "Say, I hate to be nosy, but what was your team doing last night?"

"Just some team building exercises involving Marie shoving pillows up Kohl's… well, you know."

"What! Why would she do that?!"

"Something about her showing him what it's like to have a feathery pain in the ass? I don't know exactly, Kohl was shouting a lot when I was holding him down."

Pyrrha looked at him in shock, unable to respond to that. Before long, Marie came running in.

"I'm here! We can start!" she panted. "Okay, so how did you want to do this, Pyrrha? First me, then Naruto? Or did you want to him first?"

"Either option is fine," she offered. "Although I think I would enjoy facing both of you at once."

"You're going to regret that," Naruto grinned evilly. He got into position next to Marie, raising his fists.

"Wait, did you forget your weapon?" asked Pyrrha, as she raised her shield. Naruto shook his head and cracked his knuckles.

"They're right here," he replied smugly, gesturing to his hands, before reaching into his pouch. "But if you insist, I'll use _something._ "

"Oh god, you're using those butter knives again, aren't you?" Marie deadpanned. "They're not going to work on Pyrrha, she blocks and dodges bullets."

"Don't underestimate my ninja-ness," Naruto grinned, spinning his kunai, catching it in reverse grip. Marie shook her head and set a timer to signify the start of fight.

"Best of luck!" Pyrrha said in her usual cheerful voice, before her expression shifted into a serious one. She carefully began to analyze her two opponents. She had only fought Marie once before, and it was a rather quick victory due to Marie being unable to attack her idol. She only hoped this time Marie wouldn't be as star-struck, given how close they've gotten.

The timer ticked down, until the buzzer went off, and the three sprang into action. Marie closed the distance, mirroring Pyrrha, as Naruto ran to circle them. Pyrrha noticed this, but from what she heard, Naruto fought much like Yang, and didn't worry about him getting behind her as much as she did Marie's head on approach.

"Houdini!" shouted Marie, confusing Pyrrha. Pyrrha slowed down, ready to parry Marie's strike, but Marie didn't. In fact, she sped up. Pyrrha ducked under her shield, ready to flip Marie up into the air, but the impact never came. Instead, she heard the strange knife Naruto had whiz past her, then another, and another.

Pyrrha looked back up to Marie, who ran straight through her. Turning around, she saw Naruto throw a fourth knife. At first, Pyrrha was confused, as the first three didn't come close to hitting her, but this one was heading straight at her. She swatted it away with her shield, and made to run towards the duo, but saw that Marie had left several wisps behind her. Recalling that Marie could cause them to explode, she immediate jumped away from them, only to be caught by a thin wire.

"What?!" she said in slight panic. _The first three had wire attached!_ She realized. _Marie used her Semblance to turn intangible, so I couldn't hit her!_ She _was the distraction!_ Pyrrha's smile grew wider. Naruto had closed the distance and threw a kick at her head. Pyrrha raised her shield, blocking the blow, and noticed movement in her peripheral vision. She glanced, expecting to see Marie, but was shocked to see another Naruto. She looked at the attacker who threw the kick, but there was just a cloud of smoke. The sound of air being cut alerted her to a sword, and she ducked, evading Marie, who was now behind her.

"Bird Cage!" Marie called out again. Pyrrha pushed the girl off and looked around for Naruto. Not seeing him on the ground, she looked up to see him descending with eight more kunai in between his fingers. The threw them all, but this time, Pyrrha noticed the wire. As Naruto continued to fall, he drew more and more kunai, throwing them, seemingly randomly, around Pyrrha.

 _Of course!_ Pyrrha realized, as she rolled out of the way. _By making this wire trap around everywhere, their opponent will be caught in it, while Marie can make her way without issue!_ Pyrrha decided if Marie would abuse her Semblance, so would she, and created a huge magnetic push that sent all the knives, and wire, away from her. The field effectively cleared, Pyrrha dashed straight at Naruto, who looked impressed at how quickly she disabled the cage. Once again, he got into an unarmed stance, standing his ground. Pyrrha threw her shield at him, scanning for Marie, then shifted her sword into its javelin form, and expertly engaged Naruto. He evaded many of her strikes, and blocked the rest, seizing each opportunity he saw. Unable to redirect his fists or feet, Pyrrha felt several of his punches and kicks, as well as the frightening power behind each one, and was forced to disengage.

Just as she did, she noticed another wisp hovering in front of her. She turned, and there was a cloud of them. Marie then detonated the one in front of her, forcing her to dodge into the mass of wisps.

"Firecracker!" Marie called out. Pyrrha carefully analyzed which wisp Marie would detonate first, knowing that the chain reaction of them was her trump card. Instead, however, she saw a strange paper attached to another kunai. Turning back to Naruto, he grinned at her, and shrugged. He raised his fingers, and Pyrrha immediately knew his intention. Pyrrha then used her Semblance once more, and sent the knife flying back to Naruto as it exploded. The mass of wisps erupted, causing the field to be completely covered in smoke. There was an audible buzz, indicating that someone's Aura was in the red.

The arena finally cleared, revealing the three combatants. Pyrrha was covered in soot, but remained standing, while Marie was on a knee. Naruto appeared fine but was visibly annoyed.

"Wait, who won?" asked Marie, breathing heavily. She looked up and her face fell in disappointment. "Damn it!"

Pyrrha looked up and was confused. She was barely above the tournament cut off, while Marie was dangerously low, likely from overexerting her Semblance. Naruto, however, was at zero. "Wait, I didn't even hit Naruto!"

"I know!" he sighed and looked at his sleeve. The kunai didn't cut him, but it did severe the wires in the jumpsuit. "How does this make _any_ sense?!"

"Naruto, don't you remember?" Marie said in a not-so-subtle whisper. "Aura _protects_ us, and when it's gone, we're _vulnerable._ "

"That was a great match," Pyrrha said, panting. She then looked at Naruto. "I guess you used your Semblance a bit too much too, huh? I didn't even see it, though, but regardless, that fight was amazing!" There was an atmosphere around Pyrrha that Naruto understood. She didn't _feel_ like she won but didn't want to accuse him of holding back.

"Yeah, you're a great fighter too… but next time, I'll reveal a few more tricks up my sleeve," Naruto said with a genuine smile. Pyrrha nodded, a look of satisfaction at his subtle admission, and walked back to her dorm, covered in singe marks. Naruto turned back to Marie, confused. "What do you mean by all that?"

"Naruto, Aura actively protects us, and our clothes for the most part. When you have it active, even a swipe with sword won't cut your shirt, but since you don't have any, it went right through. In a tournament, the cut off is fifteen percent, and having none means any attack will have full effect on you."

"That's annoying…" Naruto sighed. He would have to be _extra_ careful to avoid slicing weapons to ensure he doesn't get eliminated early. _Come to think about it, that goes for bullets too, doesn't it? Damn it!_ "We would've totally won that."

"What are you talking about? We did win that. I mean, I know we can't tell anybody, but you were basically at 100% still, so one more punch, you'd knocked her out."

"You're right," he sighed, "but it still sucks."

"Whatever, we'll have a rematch another day. You ask Mindy out yet?"

"For what?" asked Naruto, confused.

"The dance," she clarified. "It's tonight. I know Kohl is going with Lily, and I didn't want Mindy going alone."

"Who are you going with?" asked Naruto.

"Well, Team CVFY came back last night, I got a message from Coco during our little spat with Kohl. I'm going with Velvet, since Yatsu is still hurt. Him and Velvet were supposed to go, if they got back on time, but apparently his leg is busted or something. I'm going to visit him later."

"I didn't know you were so close to them," Naruto noted.

"Well, these kinds of things happen when your team in never together," she joked. "I mean, you and Mindy are always doing gods know what, and Kohl has been hanging out with Lily, and before her, Weiss."

"Well at least we're all on better terms now. Now that Midnight's mom isn't around anymore, she should be more involved in team things. I'm hungry though, let's go eat."

"Yeah, yeah," Marie said with an eye roll. "You're always hungry."

* * *

"Blake going to the dance? Check. Ruby looks adorable in her dress? Check. I look stunning in my dress?" Yang listed off. She admired herself in the mirror turning to see the different angles. "Double check. That just leaves the Ice-um Weiss." Yang looked over to the bathroom door, where Weiss was taking a shower. She tapped on the door. "Hey, Weiss, you done in there?"

"I would have been if you didn't take all morning doing your hair!" the heiress snapped back. "I didn't rush you, I'd expect the same courtesy."

"Relax, I just wanted to ask you something. I'll just wait until you're out." Suddenly the door opened, revealing Weiss in a towel, still drying her hair.

"What is it Yang? I still haven't brushed my hair."

"Just sit down, I'll handle it," Yang offered. Weiss was about to argue, but Yang had already pulled a stool from somewhere and placed it in front of her. "Come on, I wanted to ask you something."

"Alright, fine, just don't mess with it. I'm not in the mood for any of your pranks," Weiss said in a huff.

"I would NEVER mess with somebody's hair, Weiss. It's a sacred line that even I wouldn't cross. Did you have a style in mind?"

"I was going to wear it in my usual style," she stated.

"Yeah, no, I'm not letting you do that to yourself. You need to stand out, and if you look like you normally do, you won't."

"Can you just tell me what you wanted to talk about?" asked Weiss, clearly irritated that her voice wasn't heard.

"Oh, yeah, it's nothing major, but who are you going to the dance with tonight? I know you've been eyeing Neptune ever since Sun brought him along."

"I don't think I'll go with him. I have much too many things to think about."

"Like?"

"What do you mean?"

"Well, what's so important that you don't want a date to the dance? I know Ruby never really cared much about boys, but you definitely seemed to want to know Neptune more."

"Is it that obvious?" she asked, a bit dejected.

"Oh yeah. So, what, you too shy to ask him out?"

"Of course not! I'll have you know I already asked him to attend with me," she said, matter-of-factly. Her pep then died down into a mutter. "It's just he said no."

"Whoa, Ice Queen got rejected?" Yang said jokingly, before she could help herself. "I mean, really?"

"He didn't outright say no, he just said that he was embarrassed… but he didn't say of what. At first, I thought it was because a guy usually asks the girl out, but I don't think that was it."

"Well I had a good friend once tell me, 'it's his loss'." Yang said in attempt to cheer her up. "I mean, I honestly don't know him much, but from what I've heard from Sun, he's a nerd. I mean you are too, but at least you're easy to get along with."

A sad smile formed on Weiss' face, before she realized Yang was repeating what she had said the night before. "Seriously, Yang? You're going to paraphrase what I said to you?"

"Well, that's just my opinion," Yang said with a wide toothy grin. "For what it's worth."

"Really?" Weiss said in a deadpan.

"No, you missed your line," Yang chuckled. "You're supposed to say, 'thanks Yang'. Then be surprised that I cared so much."

"I'm very much aware how much you care," Weiss said quietly. "Thanks, Yang."

"Any time, Weiss-Queen."

"Can you not call me that?"

"Only if you tell me that you hate what I've done to your hair."

Weiss was about to argue, when she looked into the mirror. Yang had done up her hair into an elegant bun, not unlike her older sister Winter's. She stared for a moment, as a smile formed on her face. "Wow…"

"What did I say? I'm good," Yang said confidently. "I figured you wouldn't want to have your hair hanging down, since it's longer than you're tall."

"I love it, Yang," Weiss said, ignoring her comments. She turned around and hugged the taller girl. Yang just smiled and patted the girl on the back. It didn't take long for Weiss to break the embrace and look away. "I mean, thank you Yang, I think it looks great."

"Yeah, yeah. Just put your dress on. I'm going to check on Ruby. Knowing her, she's at the cafeteria eating cookies before she puts on the dress I got her. She knows how I feel about crumbs." The blonde shut the door behind her, smiling to herself the entire time.

* * *

Naruto and Marie arrived at their usual table in the cafeteria, taking their seat next to Midnight and Kohl. The two ate in mostly silence, neither being the talkative type. "Why's it look like somebody butchered your puppies?" asked Marie.

"Why do you know what that expression looks like?" countered Kohl, raising an eyebrow.

"I've never had a puppy," Midnight added. Marie palmed her face and uttered a 'never mind' under her breath.

"So, Mindy, you want to go to the dance with me?" asked Naruto suddenly. The girl turned to him in surprise.

"Uh, w-what?"

"Dance," Naruto repeated. "You, me, together. Wanna?"

"Um, o-okay…" she responded awkwardly.

"You idiot…" Marie mumbled. "Mindy, you don't have to go if you don't want to."

"I just thought we were all going together," she mumbled. She then whispered under her breath, too quietly for any of her teammates to hear. "Or not at all…"

"We were, until Kohl got into my ex-best friend's pants," Marie joked, "but we're not getting into that."

"Why do you assume that's why I'm going with her?" asked Kohl. "We were friends way before there was any romantic feelings being thrown around."

"Oh? I heard that you made a pro and cons list about dating her," Naruto teased. "Yang said Weiss had to stop you."

"You made a list?" laughed Marie. "What the hell is wrong with you? Don't you know how to feel?"

Kohl rolled his eyes, allowing a small grin to form on his face. "As if either of you can say anything about relationships, neither of you have been in one."

"That's pretty presumptuous of you," Marie said, narrowing her eyes. "How do you know if I don't have a partner back home?"

"Do you?"

"N-not the point!" she backtracked. She turned to Naruto. "What about you? Anybody back in ninja-world?"

"Well…" he began, unsure if he should bring it up.

"Oh shit, _you?"_ asked Kohl, surprised. "But you're so _goofy_."

"It's not exactly what you think. It's just… I never told you guys about my last day there. The team leaned in to listen, not wanting to miss anything. "I'm not going to get into detail, but I was away for a while, and during that time, my village got attacked by this guy who could basically control gravity, summon multiple different creatures, absorb any attack I sent at him, enhance his body with mechanical augmentations, raise the dead and summon the god of death."

"What the actual fuck?" Marie interrupted. "You're not messing with us like that time you told us that your teacher stuck his fingers in your butt, right?"

"I wasn't kidding then either!" Naruto said defensively, as he instinctively clenched. "No, this guy was real, and he had six different bodies that-"

"What is wrong with your world?" asked Kohl. "One guy had SIX bodies?"

"Can I finish?" Naruto asked, rolling his eyes. Kohl and Marie nodded, each covering their own mouths. "Right, well, was fighting this guy, right? I managed to destroy a few of his bodies, when the main one… well, beat me. He had me pinned to the ground with several rods, and I couldn't move… he could have executed me there if he didn't run his mouth so much…"

"Did you find out how to escape?" asked Marie.

"No, a friend of mine… she rushed to help me, despite knowing she didn't stand a chance. I told her to get away, to save herself, but she chose then and there to confess her feelings for me… Looking back, it was obvious, but I was always blind to it. He… he then attacked her…"

"What happened after that?" asked Midnight, worried.

"I don't know. That's the last thing I remember before I woke up in Vale," admitted Naruto. "I… I don't know if she survived the assault…"

"You don't have to keep going," Marie said, grabbing his hand. Naruto shook his head, forcing a smile.

"It's been a while," he sighs. "I don't think about home much."

"Neither do I," agreed Kohl. "Although, I don't want to remember."

"Alright, guys, today is supposed to be fun, can we not with all this pessimism?"

Naruto shook off the negativity and exhaled loudly. "She's right. Let's have fun tonight."

* * *

Roman watched in boredom as the two girls prepared for the dance. Neo had opted to wear a male uniform and was experimenting how to disguise her face using her Semblance. While she couldn't change her height, she changed her skin tone, as well as eye color to see which combination would fit the silent type.

Sapphire was doing her best to appear younger, although she was assured several times that she didn't look _that_ old. She turned to Torchwick and sighed. "Are you sure I'll blend in?"

"You're undercover from another kingdom, I doubt anybody will look twice. Does anybody know what you look like?"

"Just Neo, Penny and… oh…" she realized. "There's Naruto… the boy with the eyeshadow."

"It's called guy-shadow," Torchwick corrected without thinking. He quickly turned to Neo. "Is there any chance this is a masquerade party? No? Well, what can we do then?"

"I can keep a low profile, I'll just make sure to avoid any Beacon students. Midnight is from Vacuo anyway, so it shouldn't be a problem."

"Well, I'm having Neo keep tabs on Cinder and her street rats, so you won't have her around the entire time."

"I can take care of her on my way out."

"I'm sure you could, but don't take her lightly. She might be new to her powers, but from what we've gathered, she was able to take the other Maiden lady to take her powers in the first place. We've got the element of surprise on our side, and if you don't have to engage her, don't. We still have no idea what she's going to do with all the Dust she had me steal, or where the White Fang are."

Sapphire hummed in acknowledgement, nodding to Roman. She placed a hand on her chin and thought. "You're right, I shouldn't be so hasty… Fine. I'm only going for Midnight, everything else can wait."

Roman sighed in relief. "When's this dance even start?"

"I think Neo and I should be on our way soon. I don't want to be the first to arrive, but I don't want to miss Midnight if she decides to leave early. It would also give Neo and I an opportunity to find suitable places to make ourselves scarce."

"Now you're thinking like a criminal," Roman laughed, nodding approvingly. He looked over to Sapphire, who was giving him a glare.

"I'll see you when we get back," the Maiden uttered in annoyance. "Come on, Neo."

* * *

Yang stood at the entrance of the ballroom, looking around the decorations. While it wasn't exactly how she would have liked it, Coco did have great taste. There were already a few people who arrived early, most of them from Atlas. Apparently, they had gotten used to arriving before the scheduled time due to General Ironwood's policy on tardiness. Yang didn't really mind, as after a few minutes, the students began to let loose.

Hearing somebody approach, Yang turned to see two 'students' from Mistral. "Hey! Welcome to Vale!" she greeted cheerfully. "It's great to see you two could make it!"

"We've been looking forward to this for a long time," said Sapphire. She was trembling a bit from anticipation, but Yang decided not to comment on it.

"Glad to hear it! The refreshments are on that side, but other than that, have fun!"

"Thank you," Sapphire replied, pulling Neo with her. The normally pink, brown and white girl had her, currently black hair tied up and stuffed into Roman's hat. Her skin was several shades darker, and her eyes were green. As she passed by Yang, she gave her a wink.

Yang rolled her eyes. _Come on dude, you're with your date…_ she thought. Not wanting to give the short student the wrong impression, Yang opted to ignore the gesture and turned back to the party. She took out her scroll and began messaging her friends between greeting people. Coco had told her she'd take over once she arrived, but she was definitely taking her time. It was several minutes before somebody she was familiar with finally showed up.

"Hey Penny! I thought you'd show up with Ruby."

"That thought came to mind, but I, um, have a date…" she said awkwardly.

"You do?!" Yang asked, unable to hide her surprise. "Where is he?"

"Oh, I told him I'd meet him here," she replied, with a nervous laugh. "It was really last minute, and I don't think he was planning on coming tonight."

" _You_ asked _him?_ "

"Yes… Is that not normal?"

"I'm just surprised," Yang replied, backtracking. "You didn't seem like the type to be interested in this sort of thing…"

"Oh, I love dancing!" Penny replied, a bit more cheerful. She was about to continue talking to Yang, when she noticed Sapphire. "Oh, um, where can I get something to drink? I'm getting a bit thirsty. *hic*"

"Right! The drink table is right over there," Yang gestured. "Have fun!"

"I'll try, thanks!" Penny chirped, walking away. She quickly made her way over to Sapphire, failing to realize that her approach lacked any sort of subtly. She looked around conspicuously and sidled up to Sapphire.

"Penny… what are you doing?" she whispered, ensuring nobody had seen Penny's poor attempt of sneaking. "I thought you agreed to help me."

"Oh, I am! I asked Cobalt to the dance with me," Penny revealed. Sapphire nearly choked on her drink.

"I wanted you to keep him away from this event, Penny, what are you thinking?!"

Penny seemed unfazed. "Cobalt isn't exactly the most socially aware person I've met. I'm well aware that I'm not really good at interacting with new people, so I figured he would be worse off. Since he and I aren't exactly happy with each other at the moment, I thought asking him here would confuse him."

"Penny, I'm failing to understand what that has to do with what I asked you to do."

"I was getting there," Penny said with a pout. "Cobalt and I are… special, and although we're very similar to each other, I was fortunate to have the moral support of my father. He… he doesn't have that, and the closest person to him is General Ironwood."

Sapphire had a moment of realization but needed clarification. "Penny… did you ask him out, so he would ask the General about girls?"

"You can phrase it that way, yeah!" Penny nodded. "Although, I'm not sure if General Ironwood knows how to approach that topic, so I'm not sure how long that will last. I told him to message me when he is on his way, and it's likely the General will be with him, if he decides to show up at all."

"Penny, you're a genius!" Sapphire exclaimed, wrapping the girl into a hug. "Do you think you can help me look for Midnight before they show up?"

"Of course! Does she look anything like you?"

"I… I'm not sure," admitted Sapphire, looking over to the entrance as more students walked in. "She was a little girl when I saw her last. What I do remember is that she had white hair, but she could have dyed it, or cut it…" Sapphire trailed off, she felt her stomach tighten at the realization that she might not recognize her.

"Weiss has white hair," Penny recalled. "She's one of Ruby's friends, but I don't remember seeing anybody else who fits that description. I'll keep a lookout, and let you know as soon as I see anybody who might be her."

"You're a lifesaver, Penny. Thank you." The two separated, as Sapphire decided she'd observe from above. Penny walked over to the punch bowl, not bothering to pour herself anything. The two looked over to see a few Vale students arriving.

Yang gave Jaune an approving grin, as he and Pyrrha arrived together. "Whoa Jaune, punching above your weight, huh?"

"Aw, Yang, you don't have to rub it in my face!" Jaune said, his face falling a bit.

"I'm totally kidding, Vomit boy. You two are perfect together."

"Thank you, Yang," Pyrrha said, unable to stop smiling. She held Jaune's arm a bit tighter, as the two walked in.

"I thought you two would come together," Yang continued, as Ren and Nora followed closely behind.

Nora immediately stepped forward, and cleared her throat. "We're not here, _together_ together," she clarified.

"Riiiight," Yang said, clearly skeptical. Ren just shrugged, and followed Nora in. "Those two are something…"

* * *

Marie sat in team CVFY's dorm, as Coco refused to let her fellow team leader commit 'fashion suicide.' Marie had shown up in her uniform, not having any formal wear, to pick up Velvet, but as soon as the shade-wearing fashionista saw that, she flinched in horror.

This is where Marie found herself now, sitting awkwardly as Coco looked through her extensive wardrobe determined to find something for the girl to wear.

"Listen, Marie, I love you, but Gods, what the hell were you thinking?" Coco muttered, tossing aside a pair of boots. "Just tell me, do you have any preferences? I can't guarantee I'll have anything, but it'll give me an idea."

"Just don't make me wear a dress," Marie requested. "It's bad enough that we have to wear skirts as part of our uniforms."

"You can wear pants," Fox commented. "Girls are just given the default of having a skirt, but you can request pants."

"Are you kidding me?" Marie groaned. "Why wouldn't they cover that in the first few weeks?"

"They do," Coco chuckled. "You probably just tuned it out like most students. It's a pretty long orientation speech." She pulled out a red and black blazer and a pair of black pants. "How's this to start? The blazer matches your hair, but I can find something else."

"That's fine," Marie grumbled, still irritated that she hadn't known about the dress code. "Why haven't I ever seen you wear this?"

"She buys a ton of stuff she never wears," Fox said in a deadpan. "She likes to have options."

"This is a perfect example why it's a good idea," Coco argued. "Who knows what would have happened if she didn't have me to fix her style."

"Gee, thanks," Marie said rolling her eyes. "Are we almost done here? Where's Velvet?"

"She's visiting Yatsu," Coco said with a tsk. "She felt bad he couldn't go. She should be back any minute, so hurry up and strip! I have to make sure that this all fits you."

"Whatever," Marie sighed. She looked over to Fox, and he silently got up and walked into the bathroom. "Huh, I'd normally have to tell Naruto three times to leave the room."

"Fox is used to it," Coco explained. "He can watch me all he wants, but Velvet still hasn't gotten over her timidness. If I forced him to leave every time I changed, we'd never see each other."

"Why doesn't that surprise me?" joked Marie, as she began to change. Coco gave her a lighthearted glare before rummaging through her shoes.

"So how's the team lookin'?" asked Coco. "You finally got a hang on being a leader?"

"I'm getting there," Marie replied, not confidently.

"Don't sweat it, it takes time," Coco assured. "Any progress you make is still progress. I heard you had a fight with one of the boys. What'd he do?"

"It's complicated."

Coco stopped looking through her shoes and turned to Marie. "Oh? Do tell." Marie sighed, and began to explain everything. Coco's expression changed several times, ranging from understanding, irritation and finally confusion. "You're kidding."

"You think I have the imagination to come up with something so ridiculous?"

"I swear, I've seen a Mistralian drama that has a very similar premise, although it was love triangle between three guys, and one of them was a millionaire."

"What kind of filth do you watch?!"

"Hey, I know what I like!" Coco defended, shaking her head. "Still, that's rough."

"Yeah, tell me about it. We're still trying to figure things out, but at least we're not at each other's throats anymore."

Coco hummed and handed Marie some shoes. "Well, listen, as your senior classmates, and your friends, you can talk to us about anything, alright? Even if you do have a shit sense of fashion, we like you. How's Wendy?"

"Mindy," Marie corrected, rolling her eyes. "She's fine, Naruto is taking her to the dance tonight, although I'm pretty sure they're just going as friends."

"What about you and Velvet? You looking to smash, or did you just not want to go alone?"

"I'm not going to bother answering that."

"Smash, got it," Coco grinned. "If that's the case, I have some _other_ garments you can have. Only worn once."

"You're the worst!" Marie shouted, finally blushing. "I'm not trying to get into your teammate's pants!"

Coco just began laughing as Marie stood with her eye twitching. "Fox, you can come out now. Tell me what you think."

"9/10," he replied before fully opening the door. He glanced at Marie, and back to Coco. "It's good, but as always, there is room for improvement."

"Why does that answer sound so rehearsed?" asked Marie.

"Because it's the only right answer," Fox and Coco replied in unison. The younger team leader narrowed her eyes at the duo. Coco glared at Fox, who simply shrugged. Before either could say anything, the door opened.

"Yatsu said he's feeling a lot better now," Velvet announced, a wide smile on her face. She wore a long burgundy dress and stylish heels. "Oh, Marie, hello!" The rabbit Faunus looked to the clock and gasped. "Oh my gosh, I must have lost track of time, I'm sorry!"

"Don't worry about it, if you were here when she got here, you wouldn't want to go with her anymore," Coco teased.

"Excuse me? I'm right here!" Marie replied indignantly.

"Coco be nice!" Velvet said with a pout. "Did you want to go now, Marie?"

"Yeah, sure. Are you going to the dance, Coco?"

"I'll see if I feel like it," she replied, not too invested. "You kids have fun. Oh, and Marie? You take care of her, alright?"

"Coco!" Velvet groaned, as she began to drag Marie out. "Stop embarrassing me!" The Faunus girl shut the door behind her and let out a sigh. "I'm sorry about her, she just loves teasing people."

"I've noticed. It's all in good fun, though, so I'm not mad at her," Marie admitted. "I do it to my team all the time."

"Speaking of them, are they going to attend too?" Velvet asked, walking next to her 'date'. "I haven't really got the chance to get to know them, aside from when we had the spar a few months ago."

"As far as I know, yeah, but we were going to meet there. Kohl left extra early to sort some things out, and Naruto and Mindy happened last minute, so they'll probably be late."

"Say, Marie… if you don't mind me asking you something?"

"Sure, what's up?"

"Um, well, it's about earlier this year," she began. Velvet wasn't sure how to bring it up, so she began to dance around the subject. "It was only a little while after we met, and I wasn't sure what to think at the time. I just wanted to thank you for what you had done a few weeks earlier…"

"What are you talking about?"

"I was just wondering why you hugged me," she clarified, "and why you asked me to the dance tonight."

"Oooh," Marie replied, thinking back to that day. "It's just that you reminded me of a friend I had growing up, and… well I really missed her, and I couldn't help myself? As for asking you to come with me, I don't know, why not?"

"I see."

"Why do you ask?"

"Curiosity," she admitted, a smile forming on her face. "You're a good person, Marie."

Marie gave her a genuine smile and extended her arm out. Velvet smiled, and hooked hers around it, and the two continued walking.

* * *

Naruto and Midnight walked through the courtyard, slowly. From a distance, the two could already see that the ballroom was full of students from all over the kingdoms. The two had opted to wear their uniforms, with their decision to go being last minute. Naruto didn't mind the crowds, but he was aware that Midnight was trying to collect herself, if her ever-tightening grip on his hand was any indication.

"Are you sure you want to go? We can go back to our dorm," Naruto offered. "You don't have to force yourself to go."

"No, I want to," Midnight replied firmly. "I… I don't want to miss out on being with you all. If I'm going to get used to not having somebody in my head controlling my life, I want you there with me… as selfish as that might seem."

"We're all here for you," Naruto assured, "and if you need to take it slow, we can try again next year."

"The Vytal Festival is every two years," she pointed out.

"Whatever, we can try again in two years."

"No, I want to do this. I'm tired of holding you guys back from these sorts of things."

Naruto stopped walking, let go of her hand and faced her. "Where is all this coming from? We're your friends, you don't have to change who you are."

"That _wasn't_ me," Midnight uttered angrily. Naruto was taken aback at the rare display of emotion. He kept quiet and allowed Midnight to compose herself. "The person you've met wasn't me… that was somebody being controlled by _her._ I refuse to allow her to influence my life anymore!" Midnight was nearly shouting now, and her hands were shaking.

"Mindy, by acting this way, you're letting her," Naruto explained. "You might be doing what she wouldn't want you to do, but you're doing it out of spite, not because you want to. Even if you're disobeying, in a way, she's still influencing you."

"You don't understand," Midnight seethed.

"Believe me, I do," Naruto deadpanned. "I've told you, I know _exactly_ what it feels like. I wasn't making up having an apocalypse waiting to be unleashed sealed inside me. He's there, and he's always there. Sometimes I'm more aware of him than other times, but that doesn't change that I know what it's like to fight somebody's else's influence."

Midnight remained silent, unable to respond. Naruto wasn't sure where to go from here, and began to think.

" **Mind if I try talking some sense into her?"**

'You? You hate people,' Naruto pointed out. Kurama didn't seem to take offense, and in fact hummed in agreement.

" **I explained that I hate your people. This world hasn't wronged me. I feel a… kinship with this girl."**

'Mind explaining that one?' Naruto asked, confused.

" **Brat, do you know what it's like to have your freedom completely taken from you? To have every aspect of your free will be completely subjugated by another? To be aware of your surrounds but not have the ability to do anything about it? No, I've only taken control of you when you didn't have it in you to come out on top.**

" **This girl… Midnight, knows what that's like. Let me talk to her. There's something else I've noticed."**

"Alright," Naruto agreed out loud. Midnight looked at him puzzled, causing him to sigh. "Mindy… I want you to meet somebody."

"Who?" she asked. Midnight stared, as Naruto took a deep breath. His blue eyes slowly bled to red, and his whisker marks became more prominent. Had she still been holding his hand, she'd notice that he grew a claw on each finger.

" **Girl,"** greeted Kurama.

"Who are you?" she asked, eyes wide. "Y-y-y-you aren't N-Nartuo."

" **My name is Kurama. I'm the 'ticking time bomb' he warned you about, but that's not important right now. I'm here now, because I'm the only one in this world who has any idea what you're feeling. One part of that is my inherent abilities, but the other is experience. Like your mother, I've been sealed into a living vessel, however, I've gone through it time and time again. The only freedom I tasted was the night I was forced to destroy this brat's village, and even then, I was being manipulated. You've been manipulated too."**

"I…" began Midnight, taking a step back.

" **You've felt like a prisoner, haven't you?"**

"... yes…" admitted the girl.

" **As if you've never had a choice in anything you've done in your life? Yet everything wrong that's happened is somehow your fault?"** Midnight nodded, amazed that her feelings were being put into words. Kurama let out a hearty laugh that shocked the girl. **"Welcome to my world, brat. The only difference between you and I is that you feel guilty about it. However, since arriving in this world, I've come to see you meat-bags in a new light, but you've been especially** _ **interesting**_ **."**

"What are you talking about?" asked Midnight, her voice cracking.

" **You are a reflection of what Naruto should have been. Robbed of a childhood, raised without a family, and finding comfort in peers… yet you two couldn't be more different. Naruto is a loudmouthed nuisance that manages to befriend the unlikeliest of beings, myself included, and you refuse to allow yourself to form any bond outside of him. You've wallowed in negativity since the day you've arrived to Beacon, and after you had your mother extracted, the negativity has only increased."**

"You're wrong!" Midnight denied, shoving the fox away.

" **I can sense negative emotions. Despite you being clearly angry, I sense much more. Sadness, frustration, fear, even intent to kill."**

"W-what?! I don't want to kill anybody!"

" **I figured as much,"** he chuckled. **"But it's there."** Kurama was about to continue, before the red eyes faded, and blue returned.

"What are you talking about? I would never kill anybody!" Midnight continued to deny. Naruto placed his hands on her shaking shoulders. He wanted to deny what Kurama had said, but he had sensed it for a while too. Instead, he remained silent until Midnight finally composed herself.

"Are you alright?" he asked.

"I'll be fine," she said with a sigh.

"We can still go back if you're not feeling up to this."

"No… I can do this." Her voice was small, but Naruto wrapped the girl in a hug.

"Well, if you say so, let's go. Come on, Marie and Kohl are probably waiting for us."

* * *

"So, this is the guy you're seeing?" asked a bored Mercury, unable to muster the effort to sound interested. "Figures you'd date another animal."

"Ah, you must be the racist I've heard about," Kohl replied evenly. Lily shifted uncomfortably, sensing the tension rise. "To be honest, I was expecting… more."

"What's that supposed to mean?" Mercury growled.

"Exactly what it sounds like," Kohl answered with a shrug. "Would you like me to spell it out for you, or can you figure it out on your own?"

"You want to step outside, punk?"

"And here I thought that Humans were supposed to be the _civilized_ ones. Resorting to violence right off the bat? You're the one acting barbaric, not us." Mercury took a step forward, when a single hand on his chest stopped him.

"Now, Mercury, that's no way to treat somebody, especially when we're visiting their school," Cinder drawled. "Apologize to him."

Mercury silently seethed as he uttered out a forced, "sorry," before storming off. Cinder turned to the new addition, then eyed Lilac.

"So, I assume this is the one responsible for your absence?" Despite being veiled as a question, Lilac knew better than to answer. "It's a pleasure to finally meet you."

"Kohl," answered the bird Faunus, feeling a chill down his spine.

"Cinder," she replied. She looked at Lilac and smiled. "You don't mind if I borrow him for a moment, do you?"

"Not at all," Lily responded after a short pause. Cinder turned back to Kohl and gestured him to follow her. Hesitantly, he did.

"So, I hear that you're quite the chef," she mentions. "Lily wouldn't stop talking about your famous picnic dates."

"I do what I can," he said, unsure of how to respond.

"And what _can_ you do? I imagine a boy like you must have been impressive to be offered a spot here at Beacon."

"What do you mean?"

"It's not every day that a headmaster flies out three particular students to attend his academy." Kohl's eyes widened. "So, I was curious, what did you have to do to impress somebody like Professor Ozpin?"

Kohl didn't reply and stopped following her. She noticed and turned back with a mock expression of shock. "Who are you?" Cinder walked over and leaned into his ear. Her breath was unusually warm, but he still felt chills.

"Keep your distance from my team, and pray you never have to find out," she whispered. Cinder then reached up and pinched his cheek affectionately. "As a cook you should know, play with fire…" Kohl winced as her hand on his face heated up, causing his skin to redden. "... and you'll get burned." Cinder walked away, not bothering to turn back.

Kohl touched his face, already feeling his Aura beginning to heal the burn. He looked over to where Lilac was standing, but she was gone.

* * *

"Are you sure you don't want to dance?" Velvet asked, as Marie shook her head nervously. "It'll be fun!"

"Nah, I don't really feel like it," she said, sipping on her punch. Velvet shook her head and sat next to her. She exhaled and looked around to ensure nobody was overhearing. "I'll be honest, Velvet, I don't know how to dance. I've never had to."

"Is that it?" she asked, almost excitedly. "Come on! I'll teach you! It's not hard!"

Marie didn't get to respond, as the rabbit pulled her to the dance floor as the previous song ended. "Velvet!"

"Ballroom dancing is easy, just follow my lead," Velvet whispered, a smile adorning her face the entire time. Velvet grabbed Marie's hands and placed them appropriately. "We'll take it slow at first alright?"

"Uhhh…" was Marie's response.

"It's fine, I'll lead, you just mirror me. After you get comfortable, we'll try something else."

"I'm not enjoying this…"

Velvet laughed, causing Marie to give reluctant smile. "Trust me."

"Fine…"

Pyrrha and Jaune took a seat, panting slightly. "I had no idea you were a dancer," Pyrrha said with a laugh.

"I've had a ton of practice," he said with a satisfied smirk. "I'm just glad there's one thing I'm good at."

"Are we talking about your leadership skills, or your dancing?" asked Naruto with a grin. He and Midnight took the pair of seats next to them.

"Ha ha," Jaune laughed sarcastically.

"He's right," Pyrrha agreed immediately. "You're a natural leader whenever we face other teams in Professor Goodwitch's class."

"Thanks guys," the blond knight said humbly. He turned to his fellow blond, noticing half his team was missing. "Where's Marie and Kohl?"

"They went with other people. I think I see Marie right there dancing with Velvet," Naruto pointed out. The four looked over, and to their surprise, the shorter girl was laughing as the rabbit Faunus began to twirl and dip her. "Wow… seeing Marie do girly things is… weird."

"I'm telling her you said that," Pyrrha chimed in. Naruto paled slightly, as he turned to the redhead. Pyrrha let out a small laugh. "I'm only kidding, but it's nice to see her enjoying herself. She's seemed awfully stressed lately."

Naruto and Midnight shrank back into their seat a little. If other teams had noticed it, what did that say about them? Naruto looked back to his team leader and smiled. Even if it was for just this night, Marie was finally letting go of her tough-girl persona. In fact, a few other dancers had stopped to see the duo who were steadily becoming the center of attention.

"I'm going to get something to drink," Midnight announced, standing up.

"I'll go with you," Naruto quickly offered, popping up. "We'll see you guys around." Jaune and Pyrrha waved them off, and Naruto turned back to his teammate. "Midnight, the drinks are over there…"

"I know…" Her voice was tired, but the way she looked over her shoulder constantly convinced Naruto she was feeling paranoid. "I'm going outside to get some air…"

"I'll bring you some punch," he replied.

"Thank you."

Naruto watched as the girl left and headed towards the punch bowl. He grabbed a cup and a ladle to begin pouring when a sudden greeting caused him to drop it.

"Hey, Naruto!" Ruby nearly shouted in his ear. The ninja turned to her, narrowing his eyes and sighed. "Are you hiding by the punch bowl too?"

"Um, no, I was actually getting some… which is now all over me."

"Oh, you should be more careful," Ruby said with a shake of her head, oblivious that she was responsible. "Where's your team?"

"I haven't seen Kohl, Marie is dancing, and Midnight went to get some air."

"I think I saw Kohl with that team from Mistral," Ruby recalled, putting a finger on her chin, "but that was a while ago. He might be talking to Weiss in the courtyard, but I'm not sure."

Naruto poured himself another cup as Ruby talked. "Yeah, that would make sense. Who did Weiss go with?" Ruby suddenly had a strange look on her face that caused Naruto to feel unsure if he should have asked. "What?"

"You promise not to tell anybody?" she whispered. Naruto gave her a hesitant thumbs up. "Yang told me that she asked out Neptune, you know, Sun's friend? But he said no!"

Naruto waited a moment, expecting more, but Ruby's expression indicating that she had already revealed the big secret. "Okay… and?"

"What do you mean?" Ruby asked, waving her arms. "This is WEISS!"

"I know, I've met her. I would've probably said no too."

"WHAT?! How could you say that?!"

"I'm sure she's a good person," Naruto quickly defended, feeling a bit of hostility from the red girl. "But I don't think we would be a good fit. Marie has made it painfully obvious that I tend to make women mad at me really easily, and Kohl says Weiss has a short temper when it comes to goofing around." _Who knew I'd have to be stranded in another world to learn about girls…_ he thought bitterly. "I love pranking people, and if she can't deal with that, well, no thank you."

"But… but she's Weiss!" Ruby pouted. Naruto laughed awkwardly, unsure how to redeem the conversation.

* * *

Midnight had found an empty balcony that was rather quiet and leaned against the rails. The dance, while not wild, was more than she expected. There were people _everywhere_ , and she got the feeling that she was being watched. She didn't want to bring it up to Naruto, since he seemed to be enjoying Jaune and Pyrrha's company, but he still left them to accompany her, which only fed her guilt.

She closed her eyes and tried to think. _He's your friend… he likes having you around… doesn't he?_

Midnight crouched, trying to make herself as small as possible. Was Kurama right? Was she wallowing in self-pity? _It's over now… why do I still feel like this?_

"H-hello?" called out a soft voice. Midnight turned quickly, but in her position, ended up tumbling to the floor. "Oh, I'm so sorry! I didn't mean to startle you!"

"I-it's fine," Midnight stammered, getting to her feet. She wanted to stare at the floor to hide her embarrassment, but she knew that if she continued to take the easy way out, she would never change. Forcing herself to look up, she nearly fell back a second time. The woman in front of her has powder blue hair, almost bordering on white. Her expression was soft, but etched underneath was hesitation. Midnight took a step back, her eyes wide. "Y-you're supposed to be dead…"

"W-what?" she asked. Midnight grabbed her head in confusion and began to will away the apparition.

"You're gone!" Midnight said more forcefully. "Just stay dead, mom! Leave me alone!"

"Midnight…" she said, hurt. "I'm not mom… I'm your sister…"

Midnight shook her head, refusing to believe her. "You're not here… I'm seeing things…" She shut her eyes, and fell to her knees, muttering the same three words over and over. "You're not here…"

Suddenly, there was a cold hand placed over hers, and Midnight opened her eyes. The woman had knelt in front of her and began to rub circles on the back of Midnight's hands with her thumbs. "You really don't remember me?" she asked, her voice filled with sorrow.

"S-sapphire?" There was a hint of hope in Midnight's voice, but also fear. The woman let out a laugh, but it was muffled in a sob she held back.

"It really is you," she choked back, pulling Midnight closer to her. "I can't believe you're here!"

"I… I thought you were dead…" Midnight admitted, unaware of tears freely falling from her face. "H-how are you here?"

"It doesn't matter right now," Sapphire replied, hugging the girl. "Oh Gods, I was afraid I would never see you again." Midnight returned the hug, afraid that she would disappear if she let go. "I'm sorry for how you're feeling… but I'm not going to leave you ever again. You don't have to feel abandoned anymore."

"H-how do you know that?" she asked, shakily.

"She can use her Semblance to read people's Aura, or something," Naruto announced, shutting the balcony doors behind him. Sapphire sprung to action and placed herself in front of Midnight and conjured two swords of ice. "Whoa, what the hell?"

"Stay away from her," Sapphire said coldly. She pointed one towards the blond ninja, but felt Midnight pull on her.

"Stop it! He's my friend!" she pleaded.

"You know him?" Sapphire asked baffled. Naruto rolled his eyes and walked over to Midnight.

"She's my teammate," he hissed at her, handing Midnight the punch he retrieved. "Look, I'm not here to pick a fight, I'm just trying to make sure that Mindy's okay."

"Mindy?"

"It's a nickname my friends call me," Midnight said quietly, feeling slightly embarrassed. "Kohl misheard me when I told him my name… and it sort of stuck."

Naruto examined the Maiden, and then Midnight. "Midnight, are you okay without me? I can step back inside if you want to catch up with her."

"Wait!" she said suddenly. "What did you mean that she could read Aura?"

"It's complicated," Sapphire said softly, allowing her swords to turn into snow. "My Semblance is Empathy. I can understand, and feel what other people feel… but I've honed it so I can now interpret other's Aura and Semblances." She turned to her sister, and she frowned. "Your's is rather dangerous…"

"Wait, what is it?!" Midnight asked, feeling a wave of dread fill her. Almost mirroring her, Sapphire also seemed to feel the same dread.

"I don't know what you want to call it, but… you exude negativity… and it seems that you can't control it."

"That makes a lot of sense…" Naruto mumbled under his breath.

"What's more, it seems to be influenced by your own emotions," Sapphire continued, before walked over to her, and grabbing her hands once more. "It's okay, I can help you! I can teach you to handle it."

Midnight's thoughts went blank, before they were filled with possibilities. Her thoughts went back to the resident within her friend. "What about Kurama?"

"What's that?" asked Sapphire.

"He's not a what, he's a who," Naruto corrected, rolling his eyes. "Are you worried about what he said?"

"He said he could sense an intent to kill, was that me, or my Semblance?" she asked, turning to Sapphire. The Maiden placed a hand on the girl's shoulders and closed her eyes. For a moment, she began to glow a similar blue as Skylar.

"Midnight, your Semblance is powerful… and you have an absurd Aura capacity… what's happened to you?"

"That's a really long story," Naruto answered, looking over to Midnight. "Should we tell her?" Midnight looked uncertain but nodded.

"Sapphire?" began Midnight. "What do you remember about mom?"

* * *

 **A/N**

 **So, this chapter is way longer than my usual ones, but I felt it was unnecessary to split it, as it would feel like an incomplete chapter. No Omake this time around, but I will address a few reviews.**

 **JapaneseOptics: I see, and I'm grateful you'd even bother to ask. I'm glad you enjoyed the previous chapter, and I hope you enjoyed this one as well.**

 **THE-Twilight-BlazeKnight: The Omake was really not something I put a whole lot of thought into, I just found it funny, so I'm happy to see you and others enjoying it too. "Cream-Pie Weiss" was something that, again, just naturally happened. Honestly, after finishing last chapter and seeing all you wrote about it, I just wanted to keep going and here is a double-length chapter, so thanks for the motivation.**

 **Rio Skyron: I'm happy you thought so!**

 **Ultimatrix bearer: Their disguise doesn't really play a role (as you've likely seen in the chapter above) so I didn't want to focus on that so much. Going together was just a way to have Sapphire at the dance, and Neo, originally being part of Cinder's team, would have had the extra uniform, or at least I think so.**

 **Guest: Thanks!**

 **Grub (Guest): I'm glad my efforts aren't being taken for granted.**

 **rex4487: I'm glad to be back, and thank you! unfortunately, no Omake this time around, as the chapter was already getting too long.**

 **Armiture: Thank you, I'm glad you enjoyed it!**

 **SlyFox9: I hope this update was more satisfactory.**

 **Shadow-Shinobi666: Thank you!**

 **Tuscag: It was a spur of the moment, and I thought it was funny, and figured I'd share it.**

 **zrodeathwing: I answered you question via private message, but I never got a response back, so I'll answer it again. I had meant to imply Naruto had already attempted to summon the toads, and failed, but I never actually mentioned it. It was a mistake on my part, I'll admit, and I will be working on fixing it. I'm still not sure if I should go back and add it to an existing chapter, or mention it in a future one.**

 **Alright, that's everybody who reviewed for Chapter 30, and I just want to thank you all for supporting me this long. Once this story is finished, I'll return to The Fox Who Tried series I've started, as well as my other stories on my LVR7 account. If you're fans of non-crossovers, check out that account. I'll see you all in the next update.**

 **~LVR6**


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